HomeMy Public PortalAbout2020-06-23 TC Mtg ADDENDUM i UV�N CLERK'S OFF Ill_
WATERTOWN, MASS
2020 JUN 19 PM 12: 26
Watertown Town Council
Administration Building
tih 149 Main Street
"co"°`� Watertown,MA 02472
ELECTED OFFICIALS: Phone: 617-972-6470
Mark S.Sideris, TOWN COUNCIL MEETING j
Council President
TUESDAY,DUNE 23,2020 AT 7:00 P.M.
Vincent J.Piccirilli,Jr., MEETING WILL ONLY HAVE REMOTE OPPORTUNITIES
Vice President& FOR PARTICIPATION WITH PUBLIC ACCESS
District C Councilor
AGENDA
Caroline Bays j
Councilor At Large The Town Council of the City known as the Town of Watertown will hold a public
Anthony J.Donato, meeting on Tuesday,June 23,2020 at 7:00 p.m. in accordance with the Governor's
Councilor At Large Order Suspending Certain Provisions of the Open Meeting Law, G. L.c.30A, §20, l
John G.Gannon, relating to the 2020 COVID-19 emergency and to avoid group congregation, this
Councilor At Large meeting will have only remote opportunities for participation with public access
provided as follows:
Anthony Palomba,
Councilor At Large
ACCESS INFORMATION:
Angeline B.Kounelis, A. The meeting will be televised through WCATV (Watertown Cable Access
District A Councilor Television): httDs://wcatv.orp-/Rovemment-channel/
Lisa J.Feltner, B. Public may join the virtual meeting online: httns://watertown-
District B Councilor ma.zoom.us/i/92991331344
KennethM.Woodland, C. Public may join the virtual meeting audio only by phone: (877) 853-5257 or
District D Councilor (888)475-4499 (Toll Free) and enter Webinar ID: 929 9133 1344#
D. Public may also comment through email:vtviccirilli(a,watertown-ma.p-ov
I
1. ROLL CALL
2. PLEDGE OF ALLEGIANCE
I
3. PUBLIC FORUM
4. EXAMINATION OF RECORDS OF PREVIOUS MEETINGS
Minutes of the June 8,2020 Special Town Council Meeting
5. PRESIDENT'S REPORT
6. MOTIONS, ORDINANCES, ORDER,AND RESOLUTIONS
A. Resolution Authorizing Acceptance and Expenditure of Gifts of Funds in
the Amount of$64,786 to the Watertown Food Pantry from 255 Donors for
the Period of April 27 — June 17, 2020 in Response to the COVID-19
Pandemic.
I
1 of 2
B. Resolution Approving the Acceptance of Gift of Tangible Personal Property
of a Used 32" Vizio Flat-Screen Television from the Estate of Mr. Ted
Wayne.
C. Resolution Approving the Acceptance of Gift of Tangible Personal Property
of 8 Pre-Owned, Lenovo Thinkoads via the Watertown Community
Foundation and the Efforts of Ms.Natalie Singer of Brandwatch.
D. Resolution Authorizing a Transfer of Funds in the Amount of$45,416 from
the Fiscal Year 2020 Town Council Reserve Account to the Fiscal Year
2020 Transfer to Capital Projects—Radio Room(a,Arsenal Yards Account
in order to Move Forward with Addressing the Future Radio Needs of the
Town.
E. Resolution Authorizing a Transfer of Funds in the Amount of$1,825,050
from the Fiscal Year 2020 Debt Retirement—Short Term Interest Account
' to the Fiscal Year 2019 Transfer to Capital Projects — Town Streets &
Sidewalks, Transfer to Capital Projects - Town Filippello Lights and
Transfer to Capital Projects—3 Elementary School Project Accounts.
F. Resolution Authorizing a Transfer of Funds in the Amount of$1,778,200
from the Fiscal Year 2020 Debt Retirement—Short Term Interest Account
and the Fiscal Year 2020 Town Council Reserve Account to the Fiscal Year
2020 Transfer to Capital Projects—Arsenal Park Account in order to Move
Forward with Arsenal Park Phase A Improvements.
G. An Order Relative to Release of a Hiehwav Easement and Grant of
Easements by the Town to BP Retail Watertown and Grants of Easements
to the Town by BP Retail Watertown and Arsenal Yards Holding at Arsenal
Street and Authorizing the Town Manager to Execute the Aforesaid
Documents on Behalf of the Town
7. NEW BUSINESS
8. COMMUNICATIONS FROM THE TOWN MANAGER
9. REQUESTS FOR INFORMATION/REVIEW OF LIST OF PENDING
MATTERS
10.ANNOUNCEMENTS
11. PUBLIC FORUM
12. RECESS OR ADJOURNMENT
2 of 2
i,
TOWN COUNCIL MEETING ATTENDANCE
MEETING DATE: JUNE 23, 2020
YES NO PRESENT
CAROLINE BAYS X
ANTHONY J. DONATO X
LISA J. FELTNER X
JOHN G. GANNON X
ANGELINE B. KOUNELIS X
ANTHONY PALOMBA X
VINCENTJ. PICCIRILLI, JR. X
KENNETH M. WOODLAND X
MARK S. SIDERIS, X
COUNCIL PRESIDENT
TOWN COUNCIL ROLL CALL VOTE
MEETING DATE: JUNE 23, 2020
YES NO PRESENT
ANTHONY J. DONATO X
LISA J. FELTNER X
JOHN G. GANNON X
ANGELINE B. KOUNELIS X
ANTHONY PALOMBA X
VINCENTJ. PICCIRILLI, JR. X
KENNETH M. WOODLAND X
CAROLINE BAYS X
MARK S. SIDERIS, X
COUNCIL PRESIDENT
MOTION TO APPROVE THE MINUTES OF THE JUNE 8, 2020 TOWN COUNCIL MEETING
TOWN COUNCIL ROLL CALL VOTE
MEETING DATE: JUNE 23, 2020
YES NO PRESENT
LISA J. FELTNER
JOHN G. GANNON
ANGELINE B. KOUNELIS
ANTHONY PALOMBA
VINCENTJ. PICCIRILLI, JR. _X_
KENNETH M. WOODLAND
CAROLINE BAYS
ANTHONY J. DONATO
MARK S. SIDERIS, _X_
COUNCIL PRESIDENT
MOTION TO AUTHORIZE THE ACCEPTANCE AND EXPENDITURE OF GIFTS OF FUNDS IN THE
AMOUNT OF $64,786 TO THE WATERTOWN FOOD PANTRY FROM 255 DONORS FOR THE
PERIOD OF APRIL 27 -JUNE 17, 2020 IN RESPONSE TO THE COVID-19 PANDEMIC
Watertown Town Council
Administration Building
149 Main Street
41 Watertown, MA 02472
ELECTED OFFICIALS: Phone: 617-972-6470
Mark S.Sideris,
Council President
RESOLUTION#41 2020— R—41
Vincent J.Piccirilli,Jr.,
Vice President&
District C Councilor
RESOLUTION APPROVING THE ACCEPTANCE AND
Caroline Bays EXPENDITURE OF GIFTS OF FUNDS
Councilor At Large
Anthony Donato,
Councilor At Large WHEREAS: From time to time, this community is the beneficiary of a gift
John G.Gannon, donated towards improving the quality and spirit of its inhabitants' lives; and
Councilor At Large
A Large
t Large
WHEREAS: The Watertown Food Pantry continues to receive generous support
Councilor A
Anthony P of both food and cash donations from various individuals, groups,businesses and
foundations in response to the COVID-19 pandemic; and
Angeline B.Kounelis,
District A Councilor WHEREAS: For the period of April 27, 2020 — June 17, 2020 cash donations
Lisa J.Feltner, received amount to $64,786. This amount represents 255 donors (various
District B Councilor individuals, groups, businesses and foundations); and
Kenneth M.Woodland,
District D Councilor WHEREAS: Of note, donations from groups or foundations include the
following:
$1,000 Armenian Memorial Church
$1,000 Bay State Consultants
$1,000 G. M. Walsh Plumbing
$1,250 St. Stephen's Armenian Apostolic Church
$1,500 Grace Chapel
$1,500 Arsenal Yards
$1,500 Roche Brothers
$2,500 Francis Market
$5,000 Cambridge Savings Charitable Foundation
$5,000 Eastern Bank Charitable Foundation; and
WHEREAS: Donations are used to purchase food from our partners, including
the Greater Boston Food Bank, Russo's, and various local grocers.
NOW THEREFORE BE IT RESOLVED: That the Town Council of the City
known as the Town of Watertown, hereby accepts and appropriates, pursuant to
Massachusetts'Gdneeall Laws Chapter 44, Section 53A,monetary gifts of$64,786 .
various individuals, groups and foundations.
Council Member
I hereby certify that at a Meeting of the Town Council for which a quorum was
present,the above Resolution was adopted by a vote of 9_for,_0_against,_0_
present on June 23, 2020
Marilyn . Pronovost, ouncil Clerk Mark S. Si/ris�, uncil President
TOWN COUNCIL ROLL CALL VOTE
MEETING DATE: JUNE 23, 2020
YES NO PRESENT
ANGELINE B. KOUNELIS
ANTHONY PALOMBA
VINCENTJ PICCIRILLI, JR. _X_
KENNETH M. WOODLAND
CAROLINE BAYS
ANTHONY J. DONATO
LISA J. FELTNER
JOHN G. GANNON
MARK S. SIDERIS, _X_
COUNCIL PRESIDENT
MOTION TO APPROVE THE ACCEPTANCE OF GIFT OF TANGIBLE PERSONAL PROPERTY OF
A USED 32" VIZIO FLAT-SCREEN TELEVISION FROM THE ESTATE OF MR. TED WAYNE
Z c t fig' . - r Watertown Town Council. - . ,;,
Administration Building
149 Main Street
Watertown,MA 02472
ELECTED OFFICIALS: Phone: 617-972-6470
Mark S.Sideris, RESOLUTION #42 2020—R—42
Council President
Vincent J.Piccirilli,Jr.,
Vice President& RESOLUTION APPROVING THE ACCEPTANCE
District C Councilor
OF A GIFT OF TANGIBLE PROPERTY
Caroline Bays
Councilor At Large
Anthony Donato, WHEREAS: From time to time, this community is the beneficiary of a gift
Councilor At Large donated towards improving the quality and spirit of its inhabitants' lives; and
John G.Gannon,
Councilor At Large WHEREAS: Massachusetts General Laws Chapter 44, Section 53A 1/2
Anthony Palomba,
authorizes municipalities to accept gifts of tangible personal property; and
I
Councilor At Large
WHEREAS: Watertown residents Marjorie and Stephen Wayne are graciously
Angeline B.Kounelis, donating a used 32"Vizio flat-screen television from the estate of their late father,
District A Councilor Mr. Ted Wayne,for use at the Senior Center; and
Lisa J.Feltner,
District Councilor WHEREAS: The television will be mounted to the wall allowing Senior Center
Kenneth M.Woodland, staff to stream postings for daily programs and services and upcoming events.
District D Councilor
NOW THEREFORE BE IT RESOLVED: That the Town Council of the City
known as the Town of Watertown, hereby accepts pursuant to Massachusetts
General Laws Chapter 44, Section 53A %2, a gift of a used television from
Marjorie and Stephen Wayne.
S�,t'givP Council Member
I
I hereby certify that at a Meeting of the Town Council for which a quorum was
present,the above Resolution was adopted by a vote of_9_for,_0_against,_0_
present on June 23,2020
Marily . Pronovost, Council Clerk Mark S. ideris�Council President
�;114 �/�
TOWN COUNCIL ROLL CALL VOTE
MEETING DATE: JUNE 23, 2020
YES NO PRESENT
ANTHONY PALOMBA X
VINCENTJ. PICCIRILLI, JR. X
KENNETH M. WOODLAND X
CAROLINE BAYS X
ANTHONY J. DONATO X
LISA J. FELTNER X
JOHN G. GANNON X
ANGELINE B. KOUNELIS X
MARK S. SIDERIS, X
COUNCIL PRESIDENT
MOTION TO APPROVE THE ACCEPTANCE OF GIFT OF TANGIBLE PERSONAL PROPERTY OF
8 PRE-OWNED, LENOVO THINKPADS VIA THE WATERTOWN COMMUNITY FOUNDATION
AND THE EFFORTS OF MS. NATALIE SINGER OF BRANDWATCH
Waterta 'own Council l':, \�1;
i I
Administration Building
149 Main Street
H've CO"°`` Watertown,MA 02472
ELECTED OFFICIALS: Phone: 617-972-6470
RESOLUTION#43 2020—R—43
Mark S.Sideris,
Council President
RESOLUTION APPROVING THE ACCEPTANCE
Vincent J.Piccirilli,Jr., OF A GIFT OF TANGIBLE PROPERTY
Vice President&
District C Councilor
WHEREAS: From time to time, this community is the beneficiary of a gift
Caroline Bays donated towards improving the quality and spirit of its inhabitants' lives; and
Councilor At Large
Anthony Donato, WHEREAS: Massachusetts General Laws Chapter 44, Section 53A1/2
Councilor At Large authorizes municipalities to accept gifts of tangible personal property; and
John G.Gannon,
Councilor At Large WHEREAS: The Watertown Community Foundation and the efforts of Ms.
Natalie Singer of Brandwatch are graciously donating eight pre-owned Lenovo
Councilorr A At Anthony Thinkpads for use by Watertown's older adults; and
t Large
Angeline B.Kounelis, WHEREAS: The laptops will be made available to residents who need
District A Councilor assistance accessing the Senior Center's virtual programming and supportive
Lisa J.Feltner, services via Zoom and Facebook and will help to greatly reduce social isolation
District B Councilor brought on by the COVID-19 pandemic and social distancing.
Kenneth M.Woodland,
District D Councilor NOW THEREFORE BE IT RESOLVED: That the Town Council of the City
known as the Town of Watertown, hereby accepts pursuant to Massachusetts
General Laws Chapter 44, Section 53A %2, a gift of eight pre-owned Lenovo
Thinkpads from the Watertown Community Foundation and the efforts of Ms.
Natalie Singer of Brandwatch.
/�P�
51 j ,#,) Council Member
1 hereby certify that at a Meeting of the Town Council for which a quorum was
present,the above Resolution was adopted by a vote of_9_for,_0_against,—0—
present on June 23,2020
Marilyn Pronovos Council Clerk 4Mark6ieris, ouncil President
TOWN COUNCIL ROLL CALL VOTE
MEETING DATE: JUNE 23, 2020
YES NO PRESENT
VINCENTJ. PICCIRILLI
KENNETH M. WOODLAND
CAROLINE BAYS
ANTHONY J. DONATO
LISA J. FELTNER
JOHN G. GANNON
ANGELINE B. KOUNELIS
ANTHONY PALOMBA
MARK S. SIDERIS, _X_
COUNCIL PRESIDENT
MOTION TO AUTHORIZE A TRANSFER OF FUNDS IN THE AMOUNT OF $45,416 FROM THE
FISCAL YEAR 2020 TOWN COUNCIL RESERVE ACCOUNT TO THE FISCAL YEAR 2020
TRANSFER TO CAPITAL PROJECTS-RADIO ROOM @ ARSENAL YARDS ACCOUNT IN ORDER
TO MOVE FORWARD WITH ADDRESSING THE FUTURE RADIO NEEDS OF THE TOWN
1"630 i
Watertown Town Council
Administration Building
149 Main Street
Watertown,MA 02472
ELECTED OFFICIALS: Phone: 617-972.6470
I
i
Mark S.Sideris,
Council President
RESOLUTION#44 2020—R—44
Vincent J.Piccirilli,Jr.,
Vice President& 1
District C Councilor
BE IT RESOLVED: That the Town Council of the City known as the Town of
Caroline Bays Watertown hereby approves the transfer amount of $45,416 from Fiscal Year
Councilor At Large 2020 Town Council Reserve Account #0111152-570780 to Fiscal Year 2020
Anthony Donato, Transfer to Capital Projects—Radio Room @ Arsenal Yards Account#0193059-
Councilor At Large 596502.
John G.Gannon
Councilor At Large BE IT FURTHER RESOLVED: That a copy of said transfer is forwarded to
the Town Auditor and Town Treasurer/Collector
Anthony Palomba,
Councilor At Large
Angeline B.Kounelis,
District A Councilor / ` /J
Lisa J.Feltner, li
District B Councilor a�WV Co ncil Member
Kenneth M.Woodland,
District D Councilor
I hereby certify that at a Meeting of the Town Council for which a quorum was
present, the above Resolution was adopted by a vote of for, against,
Qpresent on June 23,2020.
Marilyn Pronovost, Council Clerk Mar S. S' ris, ouncil President
I
i
TRANSFER AMOUNT $45,416
FROM: FY 20 TOWN COUNCIL RESERVE $ 45,416
0111152-570780
TO: FY 20 TRANSFER TO CAP. PROJ. - RADIO ROOM @ ARSENAL YARDS $ 45,416
0193059-596502
1 hereby certify to the availability, authority of funding source, mathematical accuracy
and appropriate fiscal year.
i�7
DATE ! TOWN AUDIT
II
I
i
i
i
i
i
II
i
i
TOWN COUNCIL ROLL CALL VOTE
MEETING DATE: JUNE 23, 2020
YES NO PRESENT
KENNETH M. WOODLAND X
CAROLINE BAYS X
ANTHONY J. DONATO X
LISA J. FELTNER X
JOHN G. GANNON X
ANGELINE B. KOUNELIS X
ANTHONY PALOMBA X
VINCENTJ. PICCIRILLI X
MARK S. SIDERIS, X
COUNCIL PRESIDENT
MOTION TO AUTHORIZE A TRANSFER OF FUNDS IN THE AMOUNT OF $1,825,050 FROM
THE FISCAL YEAR 2020 DEBT RETIREMENT - SHORT TERM INTEREST ACCOUNT TO THE
FISCAL YEAR 2019 TRANSFER TO CAPITAL PROJECTS - TOWN STREETS & SIDEWALKS,
TRANSFER TO CAPITAL PROJECTS -TOWN FILIPPELLO LIGHTS AND TRANSFER TO CAPITAL
PROJECTS- 3 ELEMENTARY SCHOOL PROJECT ACCOUNTS
1630
Watertown Town Council
Administration Building
C ' 149 Main Street
P�cet�r°� Watertown,MA 02472
ELECTED OFFICIALS:
Phone: 617-972,6470
Mark S.Sideris,
Council President
RESOLUTION#45 2020—R—45
Vincent J.Piccirilli,Jr.,
Vice President&
District C Councilor
BE IT RESOLVED: That the Town Council of the City known as the Town of
Caroline Bays Watertown hereby approves the transfer amount of$1,825,050 from Fiscal Year
Councilor At Large 2020 Debt Retirement Short Term Interest to Fiscal Year 2020 Budget various
Anthony Donato, other accounts (see attached).
Councilor At Large
John G.Gannon BE IT FURTHER RESOLVED: That a copy of said transfer is forwarded to
Councilor At Large the Town Auditor and Town Treasurer/Collector
Anthony Palomba,
Councilor At Large
Angeline B.Kounelis,
District A Councilor
Lisa J.Feltner, 6!/�/,I�/ Council Member
i
District B Councilor
Kenneth M.Woodland,
District D Councilor I hereby certify that at a Meeting of the Town Council for which a quorum was
present, the above Resolution was adopted by a vote of for, against,
present on June 23,2020.
Marilyn . Pronovost,Council Clerk Mark S. Sidris, 06uricil President
I
I
i
�I
1
i
i
i
1
1
i
TRANSFER AMOUNT $1,825,050
FROM: FY 20 DEBT RETIREMENT- SHORT TERM INTEREST $ 1,825,050
0171000-590925
TO: FY 20 TRANSFER TO CAP. PROJECTS -TOWN STREETS & SDWLKS $ 1,139,600
0193059-596502
FY 20 TRANSFER TO CAP. PROJECTS -TOWN FILIPPELLO LIGHTS $ 126,450
0193059-596502
FY 20 TRANSFER TO CAP. PROJECTS - 3 ELEM. SCHOOLS PROJ. $ 559,000
0193059-596505
I hereby certify to the availability, authority of funding source, mathematical accuracy
and appropriate fiscal year.
DATE T N A
SPECIAL TOWN COUNCIL MEETING
MEETING DATE: JUNE 23, 2020
YES NO PRESENT
CAROLINE BAYS X
ANTHONY J. DONATO X
LISA J. FELTNER X
JOHN G. GANNON X
ANGELINE B. KOUNELIS X
ANTHONY PALOMBA X
VINCENTJ. PICCIRILLI, JR. X
KENNETH M. WOODLAND X
MARK S. SIDERIS, X
COUNCIL PRESIDENT
MOTION TO AUTHORIZE A TRANSFER OF FUNDS IN THE AMOUNT OF $1,778,200 FROM
THE FISCAL YEAR 2020 DEBT RETIREMENT- SHORT TERM INTEREST ACCOUNT AND THE
FISCAL YEAR 2020 TOWN COUNCIL RESERVE ACCOUNT TO THE FISCAL YEAR 2020
TRANSFER TO CAPITAL PROJECTS - ARSENAL PARK ACCOUNT IN ORDER TO MOVE
FORWARD WITH ARSENAL PARK PHASE A IMPROVEMENTS
f�3d= I
Watertown Town Council
Administration Building f
149 Main Street
`°CIO 0 Watertown,MA 02472
ELECTED OFFICIALS: Phone: 617-972-6470
Mark S.Sideris,
Council President
RESOLUTION#46 2020-R-46
Vincent J.Piccirilli,Jr.,
Vice President&
District C Councilor
BE IT RESOLVED: That the Town Council of the City known as the Town of
Caroline Bays Watertown hereby approves the transfer amount of$1,778,200 from Fiscal Year
Councilor At Large 2020 Budget various other accounts (see attached) to Fiscal Year 2020 Transfer
Anthony Donato, to Capital Projects—Arsenal Park Account#0193059-596502.
Councilor At Large
John G.Gannon BE IT FURTHER RESOLVED: That a copy of said transfer is forwarded to
Councilor At Large the Town Auditor and Town Treasurer/Collector
Anthony Palomba,
Councilor At Large
Angeline B.Kounelis,
District A Councilor
LisaJ.Feltner, Council Member
District B Councilor
Kenneth M.Woodland,
District D Councilor I hereby certify that at a Meeting of the Town Council for w ich a quorum was
present, the above Resolution was adopted by a vote of Yfor, -a- against,
Q present on June 23,2020.
Marilyn. Pronovodt, Council Clerk Mark S. S eris, Council President
TRANSFER AMOUNT $1,778,200
FROM: FY 20 DEBT RETIREMENT- SHORT TERM INTEREST $ 988,233
0171000-590925
FY 20 TOWN COUNCIL RESERVE $ 789,967
0111152-570780
TO: FY 20 TRANSFER TO CAP. PROJECTS - ARSENAL PARK $ 1,778,200
0193059-596502
1 hereby certify to the availability, authority of funding source, mathematical accuracy
and appropriate fiscal year.
DATE TOWN AUDIy R' .�
i
J
i
TOWN COUNCIL ROLL CALL VOTE
MEETING DATE: JUNE 23, 2020
YES NO PRESENT
ANTHONY J. DONATO X
LISA J. FELTNER X
JOHN G. GANNON X
ANGELINE B. KOUNELIS X
ANTHONY PALOMBA X
VINCENTJ. PICCIRILLI, JR. X
KENNETH M. WOODLAND X
CAROLINE BAYS X
MARK S. SIDERIS, X
COUNCIL PRESIDENT
MOTION TO AUTHORIZE THE TOWN MANAGER TO EXECUTE THE DOCUMENTS
RELEASING A HIGHWAY EASEMENT AND GRANT OF EASEMENTS BY THE TOWN TO BP
RETAIL WATERTOWN AND GRANTS OF EASEMENTS TO THE TOWN BY BP RETAIL
WATERTOWN AND ARSENAL YARDS HOLDING AT ARSENAL STREET ON BEHALF OF THE
TOWN
��7 , ., ' i :I I1CI1G �'1' �fl. !.[{( P t ) ? 'r r S
- �,, tit: {- c; l t ia� bi t[-itv-TWI;. fli liwaj ts«sernesit Area 16', ho g
� 'r ,t� ' � , ;}< W te>rt'owri`T`ti v i?' ' �.:3 ; a, D&4 r
L,
Administration Building
149 Main Street
cc CO 0 ►',
Watertown,MA 02472
ELECTED OFFICIALS: Phone: 617-972-6470
Mark S.Sideris, ORDER#47 2020—O—47
Council President
Vincent J.Piccirilli,Jr., AN ORDER RELATIVE TO RELEASE OF A HIGHWAY EASEMENT
Vice President& AND GRANT OF EASEMENTS BY THE TOWN TO BP RETAIL
District C Councilor
WATERTOWN AND GRANTS OF EASEMENTS TO THE TOWN BY BP
Caroline Bays RETAIL WATERTOWN AND ARSENAL YARDS HOLDING AT
Councilor At Large ARSENAL STREET AND AUTHORIZING THE TOWN MANAGER TO
Anthony J.Donato, EXECUTE THE AFORESAID DOCUMENTS ON BEHALF OF THE
Councilor At Large TOWN
John G.Gannon
Councilor At Large WHEREAS: BP Retail Watertown LLC (the "Developer") received Final Site
Plan Review Approval from the Watertown Planning Board on July 24, 2019 in
Councilorr A At Anthony , Case Number 2019-03 permitting a conversion of property designated as
t L Larggae
residential to R&D/Lab/Life Sciences and Office Use for property located at 485
Angeline B.Kounelis, Arsenal Street(the"Project"); and
District A Councilor
Lisa J.Feltner, WHEREAS: A portion of the Project fronts on Arsenal Street, and, in
District B Councilor connection with the Project,the Town,the Developer and Arsenal Yards Holding
Kenneth M.Woodland, LLC ("Arsenal Yards") have agreed to exchange certain easements on Arsenal
District Councilor Street, to enable the Project to be constructed, operated and maintained, and to
better manage vehicular and pedestrian traffic on Arsenal Street; and
WHEREAS: The Town agrees to relinquish two portions of an existing
permanent highway easement on the property of the Developer, being Easement
Extinguish Area 13 and Easement Extinguish Area 14, shown as Detail B on a
plan entitled "Easement Plan Arsenal Street Watertown, Mass." dated October
23, 2019, prepared by Feldman Land Surveyors (the "Plan"), and to grant two
permanent easements to Developer, being Building Appurtenances Easement
Area 15, shown as Detail C on the Plan, and Building Appurtenances Easement
Area 17, show as Detail E on the Plan, both easements being for the purpose of
constructing operating and maintaining the Project; and
WHEREAS: In exchange for the interests being conveyed by the Town to the
Developer, the Developer and Arsenal Yards shall grant to the Town, including
the public, four easements for highway and sidewalk purposes, including but not
limited to , curbs, crosswalks, ramps, landscaping and traffic control devices,
being Highway Easement Area 11 and Highway Easement Area 12, both shown
Vas( ucnt Area 16; aAic)as-Detai•1,A'bi,)the Plan;: Highway EaserhentArea 16, shown:as Detail D, [
show as.Detkj1?T p,Lan and Highway Easement Area 18, show as,Def 1�JF.F
j
NOW THEREFORE BE IT ORDERED: That the Town Council agrees that I
the Town shall relinquish two portions of a highway easement, being Easement
Extinguish Area 13 and Easement Extinguish Area 14, pursuant to "Partial
Release and Termination of Easement"from the Town to BP Watertown Retail
LLC, and shall grant two permanent easements, being Building Appurtenances
Easement Area 15 and Building Appurtenances Easement Area 17,pursuant to a j
"Grant of Easement"between the Town and BP Watertown Retail LLC.
i
AND BE IT FURTHER ORDERED: That the Town Council agrees that the
Town shall accept four easements for highway and sidewalk purposes, being
Highway Easement Area 11, Highway Easement Area 12, Highway Easement
Area 16 and Highway Easement Area 18,pursuant to a"Grant of Easement"from
BP Watertown Retail LLC to the Town and a"Grant of Easement: from Arsenal
Yards Holdings LLC to the Town.
AND FURTHER: That the Town Council hereby authorizes the Town Manager
to execute the foregoing easement documents on behalf of the Town.
✓;: ncil Member
I hereby certify that at a regular meeting of the Town Council for which a quorum
was present,the above Order was adopted by a vote of__9 for,Q against, and
0 present on June 23, 2020.
Marilyn .Pronovost/Council Clerk Mark S. Sideris,C �uncif'President
PARTIAL RELEASE AND TERMINATION OF EASEMENT
Partial Release and Termination of Easement ("Partial Release"), dated as of the
day of , 2020, by and between the City known as the Town of Watertown, a
�i Massachusetts municipal corporation, having an address of 149 Main Street, Watertown,
0
Massachusetts 02472 (the "Town") and BP Watertown Retail LLC, a Delaware limited
liability company, having an address of 485 Arsenal Street, Watertown, Massachusetts 02472
a�
C/) (the "Grantee").
Cd
WITNESSETH
0
C
Reference is made to a certain Order of Town Council Authorizing the Taking Of Fee
Cn
Simple and Easement Interests in Real Estate by Eminent Domain(the "Order of Taking")
whereby the Town, inter alia, took by eminent domain a permanent highway easement(the
"Easement") in Existing Highway Easement No. 1 Area (as that term is defined hereinafter),
which Order of Taking is dated December 28, 1982 and recorded with the Middlesex South
District Registry of Deeds (the "Registry") in Book 14850, Page 397. The term"Existing
Highway Easement No. 1 Area"means that certain area of land described in the Order of Taking
as "Highway Easement No. I", which area of land was a part of a larger parcel of land located in
Watertown, Massachusetts then owned by Watertown Arsenal Associates ("WAA") under a
1
Deed recorded with the Registry in Book 14508, Page 123. Existing Highway Easement No. 1
Area is also shown as "Permanent Highway Easement No. 1 A= 5152 S.F." on a certain plan
entitled"Taking Plan of Land in Watertown, Mass for Town of Watertown," dated August 20,
1982 and prepared by Linenthal Eisenberg Anderson, Inc., which plan is recorded in the Registry
as Plan 13 of 1983 (the "Taking Plan"). A legal description of the Existing Highway Easement
No. 1 Area is set forth in Exhibit A attached hereto.
Reference is further made to the following facts which constitute the background to this
instrument:
A. BP Watertown Retail LLC is the current owner of a parcel of land
located at 485 Arsenal Street in said Watertown and more particularly described in that certain
Quitclaim Deed dated August 8, 2013 and recorded in the Registry in Book 62423, Page 158
(such parcel,the "Grantee Parcel"). BP Watertown Retail LLC is the successor in interest of
WAA with respect to the Order of Taking as it relates to the Existing Highway Easement No. 1
Area. The Grantee Parcel is the servient estate with respect to the Existing Highway Easement
No. 1 Area.
B. In connection with alterations of the road layout of Arsenal Street,
Grantee is obligated, inter alia, to relocate the easement area with respect to Existing Highway
Easement No. 1 Area to reflect new road layouts on the Grantee Parcel, reducing the easement
area of the Existing Highway Easement No. 1 Area,which shall hereafter constitute that portion
of the Grantee Parcel, shown as the "Relocated Highway Easement No. 1" on Detail B of that
certain plan of land entitled"Easement Plan, Arsenal Street, Watertown, Mass.," dated October
2
23, 2019,prepared by Feldman Land Surveyors, 152 Hampden Street, Boston, Mass. 02119,
which plan(the "Plan") is recorded in the Registry herewith as Plan of 2020 (the
"Relocated Highway Easement No. 1 Area"). A legal description of the Relocated Highway
Easement No. 1 Area is set forth in Exhibit B attached hereto.
NOW, THEREFORE, for and in consideration of the mutual covenants contained herein,
and other good and valuable consideration,the receipt and sufficiency of which are hereby
acknowledged,the Grantee and the Town hereby agree as follows:
1. The easement area for the Permanent Highway Easement No. 1 is altered
from that portion of the Grantee Parcel described in the legal description of Highway Easement
No. 1 set forth in the Order of Taking (and also set forth in Exhibit A to this Partial Release) and
shown as the "Permanent Highway Easement No. 1 = 5,154 S.F." on the Taking Plan to that
portion of the Grantee Parcel described in the legal description set forth in Exhibit B to this
Partial Release and shown as "Relocated Highway Easement No. 1 Area= 3,746 S.F." on Detail
B of the Plan. The Town irrevocably relinquishes, releases, extinguishes, and terminates any and
all rights, easements, interests, and servitudes created under the Order of Taking in the
"Easement Extinguish Area 13 = 571 S.F." and"Easement Extinguish Area 14 = 836 S.F." (as
those terms are defined hereinafter). It is the intention of the parties that the Relocated Highway
Easement No. 1 Area supersedes the Existing Highway Easement No. 1 Area. The term
"Easement Extinguish Area 13"means that parcel of land described in Exhibit C-1 and shown on
Detail B of the Plan as "Easement Extinguish Area 13 Area." The term"Easement Extinguish
Area 14"means that parcel of land described in Exhibit C-2 and shown on Detail B of the Plan
3
as "Easement Extinguish Area 14 Area."
2. The parties acknowledge that the takings in fee set forth in the Order of
Taking are unaffected by this Partial Release. The parties further acknowledge that the
permanent highway easements with respect to the parcels of land described in the Order of
Taking as Highway Easement No. 2, Highway Easement No. 3, Highway Easement No. 4, and
Highway Easement No. 5 respectively are unaffected by this Partial Release.
3. It is the intention of the parties that access to the Relocated Highway
Easement No. 1 Area and any other highway easement areas created by the Order of Taking shall
be free of charge and that to the fullest extent permitted by law, the Relocated Easement No. 1
Area and any other easement taken by the Order of Taking constitute an"interest in land" under
Massachusetts General Laws Chapter 21, Section 17C (or such other state or local law that
hereafter affords the same or similar protections), and that Grantee shall be afforded all of the
rights,protections, privileges and benefits granted thereunder, and as such, Grantee shall not be
liable for personal injuries or property damage sustained by members of the public in connection
with the rights granted hereunder including, without limitation, a minor or any other person on
the "Relocated Highway Easement Area No. 1" or any other highway easement areas created by
the Order of Taking.
4. Except as modified by this Partial Release, all of the terms and provisions
of the Order of Taking are hereby expressly ratified and confirmed and shall remain in full force
and effect.
[Signature Pages Follows]
4
Executed as a sealed instrument this day of , 2020.
TOWN:
Town of Watertown
By:
Name: Michael J. Driscoll
Title: Town Manager
Hereunto duly authorized
Approved as to form by Town Attorney
Name:
Title: Town Counsel
COMMONWEALTH OF MASSACHUSETTS
Middlesex, ss
On this day of , 2020, before me, the undersigned notary public,personally
appeared Michael J. Driscoll, as Town Manager of the Town of Watertown,proved to me
through satisfactory evidence of identification, which was , to be the
person whose name is signed on the preceding or attached document, and acknowledged to me
that he signed it voluntarily for its stated purpose as Town Manager of the Town of Watertown
and acknowledged said instrument to be the free act and deed of the Town of Watertown.
Notary Public
My Commission Expires:
721244/WATR/0160
5
Executed as a sealed instrument this day of , 2020.
GRANTEE:
BP Watertown Retail LLC
By:
Name:
Office:
Hereunto duly authorized
COMMONWEALTH OF MASSACHUSETTS
Middlesex, ss
On this day of , 2020, before me,the undersigned notary public,personally
appeared , as of BP Watertown Retail LLC, proved to
me through satisfactory evidence of identification, which was , to be the
person whose name is signed on the preceding or attached document, and acknowledged to me
that he signed it voluntarily for its stated purpose as of BP Watertown Retail
LLC, and acknowledged said instrument to be the free act and deed of BP Watertown Retail
LLC.
Notary Public
My Commission Expires:
6
EXHIBIT A
LEGAL DESCRIPTION OF EXISTING EASEMENT AREA NO. 1
A parcel of land supposed to be owned by Watertown Arsenal Associates under a deed recorded
with Middlesex South Deeds Book 14508, Page 123 and bounded and described as follows:
Description of permanent Highway Easement No. 1 located southerly of the southerly location
line of the proposed widening of the southerly location line of the proposed widening of the
southerly side of Arsenal Street to be taken by the Town of Watertown.
Beginning at the northeasterly corner of the easement herein described, in the southerly location
line of the proposed widening of the southerly side of Arsenal Street, shown on a plan hereinafter
referred to;
Said point of beginning being 30.51 feet westerly of(measured on said southerly location line)
the tangent point of a curve leading southeasterly by said southerly location line, the radius of
which is 144.50 feet;
Thence S 49' 26' 03" W, 66.50 feet to an angle;
Thence N 89' 39' 10" W, 64.00 feet to an angle;
Thence N 00' 20' 50" E, 11.73 feet to an angle;
Thence N 40' 32' 57" W, 57.63 feet to a point in aforesaid southerly location line of the
widening on the southerly side of Arsenal Street;
The last four described lines being by land of the Watertown Arsenal Associates.
Thence S 85' 14' 23" E, by the southerly line of said location line, 152.46 feet to the point of
beginning.
Said easement contains 5,152 square feet of land, all as shown as "Permanent Highway
Easement No. 1" on Plan 13 of 1983.
7
EXHIBIT B
LEGAL DESCRIPTION: RELOCATED HIGHWAY EASEMENT NO. 1 AREA
A CERTAIN PORTION OF LAND KNOW AS RELOCATED HIGHWAY EASEMENT NO.
1, SITUATED IN THE TOWN OF WATERTOWN, COUNTY OF MIDDLESEX,
COMMONWEALTH OF MASSAC1 USETTS BOUNDED AND DESCRIBED AS
FOLLOWS;
COMMENCING AT A POINT ALONG THE SOUTHERLY SIDELINE OF ARSENAL
STREET AT THE NORTHWESTERLY CORNER OF LOT 2A AND LAND NOW OR
FORMERLY OF ARSENAL ASSOCIATES.
THENCE RUNNING, S 78°47'56" E, A DISTANCE OF 222.34 FEET TO A POINT;
THENCE TURNING AND RUNNING, S 81°28'44" E, A DISTANCE OF 152.64 FEET TO
THE POINT OF BEGINNING;
THENCE RUNNING, S 85°14'23" E, A DISTANCE OF 131.62 FEET TO A POINT, THE
LAST THREE COURSES ALONG THE SOUTHERLY SIDELINE OF ARSENAL STREET;
THENCE TURNING AND RUNNING S 49°10'15" W, A DISTANCE OF 43.44 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 00°21'37" W, A DISTANCE OF 16.56 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 89°39'09" W, A DISTANCE OF 55.02 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 00°22'12" E, A DISTANCE OF 32.35 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 46°14'58" W, A DISTANCE OF 9.96 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 81'11'11" W, A DISTANCE OF 25.92 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 40032'57" W, A DISTANCE OF 16.25 FEET TO
THE POINT OF BEGINNING.
8
CONTAINING AN AREA OF 3,746 SQUARE FEET MORE OR LESS AND SHOWN ON A
PLAN BY FELDMAN LAND SURVEYORS, ENTITLED; EASEMENT PLAN ARSENAL
STREET WATERTOWN, MASS., DATED OCTOBER 23, 2019, WHICH PLAN IS
RECORDED HEREWITH.
9
EXHIBIT C-1
LEGAL DESCRIPTION OF EASEMENT EXTINGUISH AREA 13
A CERTAIN PORTION OF LAND KNOW AS EASEMENT EXTINGUISH AREA 13,
SITUATED IN THE TOWN OF WATERTOWN, COUNTY OF MIDDLESEX,
COMMONWEALTH OF MASSACHUSETTS BOUNDED AND DESCRIBED AS
FOLLOWS;
COMMENCING AT A POINT ALONG THE SOUTHERLY SIDELINE OF ARSENAL
STREET AT THE NORTHWESTERLY CORNER OF LOT 2A AND LAND NOW OR
FORMERLY OF ARSENAL ASSOCIATES;
THENCE RUNNING, S 78°47'56" E, A DISTANCE OF 222.34 FEET TO A POINT;
THENCE TURNING AND RUNNING, S 81°28'44" E, A DISTANCE OF 152.64 FEET TO A
POINT, THE LAST TWO COURSES ALONG THE SOUTHERLY SIDELINE OF ARSENAL
STREET;
THENCE TURNING AND RUNNING S 40°32'57" E, A DISTANCE OF 16.25 FEET TO THE
POINT OF BEGINNING.
THENCE TURNING AND RUNNING S 81-11'11" E, A DISTANCE OF 25.92 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 46°14'58" E, A DISTANCE OF 9.96 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 00022'12" W, A DISTANCE OF 32.35 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 89°39'09" W, A DISTANCE OF 5.77 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 00°20'50" E, A DISTANCE OF 11.72 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 40032'57" W, A DISTANCE OF 41.39 FEET TO
THE POINT OF BEGINNING.
CONTAINING AN AREA OF 571 SQUARE FEET MORE OR LESS AND SHOWN ON A
PLAN BY FELDMAN LAND SURVEYORS, ENTITLED; EASEMENT PLAN ARSENAL
10
STREET WATERTOWN, MASS., DATED OCTOBER 23, 2019, WHICH PLAN IS
RECORDED HEREWITH.
11
EXHIBIT C-2
LEGAL DESCRIPTION OF EASEMENT EXTINGUISH AREA 14
A CERTAIN PORTION OF LAND KNOW AS EASEMENT EXTINGUISH AREA 14,
SITUATED IN THE TOWN OF WATERTOWN, COUNTY OF MIDDLESEX,
COMMONWEALTH OF MASSACHUSETTS BOUNDED AND DESCRIBED AS
FOLLOWS;
COMMENCING AT A POINT ALONG THE SOUTHERLY SIDELINE OF ARSENAL
STREET AT THE NORTHWESTERLY CORNER OF LOT 2A AND LAND NOW OR
FORMERLY OF ARSENAL ASSOCIATES;
THENCE RUNNING, S 78°47'56" E, A DISTANCE OF 222.34 FEET TO A POINT;
THENCE TURNING AND RUNNING, S 81°28'44" E, A DISTANCE OF 152.64 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 85°14'23" E, A DISTANCE OF 131.62 FEET TO
THE POINT OF BEGINNING;
THENCE RUNNING S 85014'23" E, A DISTANCE OF 20.84 FEET TO A POINT, THE LAST
FOUR COURSES ALONG THE SOUTHERLY SIDELINE OF ARSENAL STREET;
THENCE TURNING AND RUNNING S 49°26'03" W, A DISTANCE OF 66.50 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 89°39'09" W, A DISTANCE OF 3.23 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 00°21'37" E, A DISTANCE OF 16.56 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 49-10'l5" E, A DISTANCE OF 43.44 FEET TO THE
POINT OF BEGINNING.
CONTAINING AN AREA OF 836 SQUARE FEET MORE OR LESS AND SHOWN ON A
PLAN BY FELDMAN LAND SURVEYORS, ENTITLED; EASEMENT PLAN ARSENAL
STREET WATERTOWN, MASS., DATED OCTOBER 23, 2019, WHICH PLAN IS
RECORDED HEREWITH.
12
CONSENT AND SUBORDINATION
Wells Fargo Bank,National Association, a national banking association(the
"Administrative Agent"), as administrative agent, on behalf of itself and other certain lenders
(the "Lenders"), having a mailing address of 125 High Street, 15th Floor, Boston, Massachusetts
02110,the present holder, as Administrative Agent, of a Construction Mortgage with Absolute
Assignment of Leases and Rents, Security Agreement and Fixture Filing on certain parcels of
land in Watertown, Massachusetts (as more particularly described in said mortgage) from
Arsenal Yards Holding LLC, a Delaware limited liability company (the "Borrower"),to the
Administrative Agent for the benefit of the Lenders, dated June 7, 2018 and recorded in the
Middlesex South Registry of Deeds (the "Registry") in Book 71125, Page 285, as amended by
an amendment recorded in the Registry in Book 72381, Page 52 (as so amended, the
"Mortgage"), for consideration paid, hereby consents to and subordinates the Mortgage, and the
lien created thereby,to the easements granted and/or modified to the City known as the Town of
Watertown (the "Grantee"), in the (i) Grant of Easement (the "Grant I")by BP Watertown Retail
LLC, a Delaware limited liability company (`BP"), to the Grantee dated , 2020 and
recorded herewith, (ii) Grant of Easement (the "Grant II") by Borrower to the Grantee dated
2020 and recorded herewith, and (iii) Partial Release and Termination of Easement
(the "Partial Release") by Grantee to BP dated , 2020 and recorded herewith
(Grant I, Grant II and the Partial Release are hereinafter referred to collectively as the "Easement
Instruments"), to the same extent as if the Easement Instruments had been executed,
13
acknowledged, and recorded prior to the execution, acknowledgement, and recording of the
Mortgage, and does hereby, covenant, agree, and declare that the Mortgage shall in all respects
be subject and subordinate to the Easement Instruments and the easements granted and/or
modified therein.
14
IN WITNESS WHEREOF,the said Wells Fargo Bank,National Association, a national
banking association, has caused its corporate seal to be affixed hereto and these presents to be
signed this day of , 2020, as a sealed instrument.
Wells Fargo Bank,National Association,
a national banking association
By:
Name:
Office:
hereunto duly authorized
COMMONWEALTH OF MASSACHUSETTS
ss
On this day of , 2020,before me,the undersigned notary public,personally
appeared , as of Wells Fargo Bank,
National Association,proved to me through satisfactory evidence of identification,which was
,to be the person whose name is signed on the preceding or attached
document, and acknowledged to me that he signed it voluntarily for its stated purpose as
of Wells Fargo Bank,National Association, and acknowledged said
instrument to be the free act and deed of Wells Fargo Bank,National Association.
Notary Public
My Commission Expires:
15
GRANT OFEASEMENT
This GRANT OF EASEMENT ("Grant") is entered into as of the clay of
2020 by and among the CITY KNOWN AS THE TOWN OF
WATERTOWN, a Massachusetts municipal association ("Town"), having its usual place of
business at 149 Main Street, Watertown, Massachusetts 02472, and BP WATERTOWN
RETAIL LLC, a Delaware limited liability company ("Grantee"), having an address of 485
Arsenal Street, Watertown, Massachusetts 02472.
WITNESSETH:
Reference is made to the following facts which constitute the background to this
instrument:
A. Arsenal Street is a public way in the Town. By virtue of a certain Order of
Town Council Authorizing the Taking Of Fee Simple and Easement Interests in Real Estate by
Eminent Domain (the "Order of Taking"), dated December 28, 1982 and recorded with the
Middlesex South District Registry of Deeds (the "Registry") in Book 14850,Page 397, the
Town changed the layout of Arsenal Street by taking by eminent domain for highway purposes
fee interests in and easements in multiple parcels of land. Such takings are also shown on a
1
certain plan of land entitled "Taking Plan of Land in Watertown, Mass for Town of Watertown,"
dated August 20, 1982 and prepared by Linenthal Eisenberg Anderson, Inc.,which plan is
recorded in the Registry as Plan 13 of 1983 (the"Taking Plan).
B. Grantee is the owner of, inter alia, a certain parcel of land containing
approximately 15.910 acres located in the Town of Watertown, Middlesex County,
Massachusetts and more particularly described in that certain Quitclaim Deed dated August 8,
2013 and recorded in the Registry in Book 62423, Page 158 (such parcel, the "Grantee
Parcel"). A legal description of the Grantee Parcel is set forth in Exhibit A attached hereto.
C. In connection with the current alteration of the road layout of Arsenal Street due
to, inter alia, improvements to the road, sidewalk, and traffic signal devices, Grantee is willing,
inter alia,to relocate an existing highway easement in favor of the Town and to grant additional
highway easements in favor of the Town provided the Town agrees to grant to Grantee a
perpetual easement, as appurtenant to the Grantee Parcel, in two areas of the existing right of way
of Arsenal Street for the purposes of the existence, installation, maintenance, repair, and
replacement of building footings, foundations, or supports, retaining walls, entranceways, stairs,
stairways, walkways,planters and other landscaping.
D. The Town is willing, inter alia, to grant to Grantee perpetual easements, as
appurtenant to the Grantee Parcel, in two areas of the existing right of way of Arsenal Street for
the purposes of the existence, installation,maintenance, repair, and replacement of building
footings, foundations, or supports, retaining walls, entranceways, stairs, stairways,walkways,
planters and other landscaping.
2
NOW THEREFORE, for and in consideration of the mutual covenants contained
herein and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the Town and Grantee hereby agree as follows:
1. Easement from the Town to Grantee. The Town hereby grants to the
Grantee, as appurtenant to the Grantee Parcel, subject to the terms hereof, perpetual
exclusive rights and easements (the "Easements") to construct, install, maintain, use,
inspect, operate, repair, and replace building footings, foundations, or supports, retaining walls,
entranceways, stairs, stairways,walkways,planters and other landscaping, and other building
appurtenances (collectively, the "Building Appurtenances") in, under, over, through, upon,
and along those two (2) certain easement areas (collectively, the "Easement Areas"; singly,
the `Basement Area") 1 o c at e d on the existing right of way of Arsenal Street and shown on
the Easement Plan(as that term is defined hereinafter) as "Building Appurtenances Easement
Area 15—39 S.F." (on Detail Q and "Building Appurtenances Easement Area 17—218 S.F."
(on Detail E). The term"Easement Plan"means that certain plan of land entitled"Easement
Plan, Arsenal Street, Watertown,Mass."; dated October 23, 2019,prepared by Feldman Land
Surveyors, 152 Hampden Street,Boston, Mass. 02119,which plan is recorded in the Registry
herewith as Plan of 2020. A legal description of each Easement Area is set forth in Exhibit
B attached hereto. The Grantee has the obligation, at its sole cost and expense, to construct,
install, operate, inspect, maintain, repair and replace the Building Appurtenances. The
Grantee's rights hereunder expressly shall be deemed to include the perpetual right and
easement to operate, inspect, maintain, repair and replace the existing Building
Appurtenances and to construct, install, operate, inspect, maintain, repair and replace
3
future Building Appurtenances.
2. Reserved Rights. The Easements hereby granted and conveyed to
Grantee do not grant to the Grantee any rights on, across or over any portion of other land
owned by the Town; provided,however,the Grantee's rights to use Arsenal Street and the
public sidewalks located in the right of way for such street, as a member of the general
public, are in no way diminished by this Grant. The Town reserves the right to continue to
use the Easement Areas for sidewalk purposes only and so long as that use does not unreasonably
interfere with the Easements hereby granted and conveyed to Grantee. The Town shall not
grant to others the right to use the Easement Areas for any purpose, provided that the
Town and the public may continue to use the Easement Areas for sidewalk
purposes only and so long as that use does not materially interfere with the exercise of the
Easements hereby granted and conveyed to Grantee.
3. Performance of Work. Whenever any construction, installation,
maintenance or replacement work is to be performed by the Grantee within the Easement
Areas, such work (a) shall not be undertaken until the Grantee shall have procured all
authorizations and all consents for any activity proposed to be performed from the Town
(which consent shall not be unreasonably withheld), (b) shall be performed in a safe, diligent
and workmanlike manner and in compliance with all applicable laws, ordinances, orders,
rules, and regulations, and (c)shall be performed to the extent practicable in a manner that
causes the minimum of interference with the use of the sidewalk portion of the right of way
of Arsenal Street and the road portion of the right of way of Arsenal Street.
4
4. Restoration. To the extent that the exercise of the Grantee's rights
under this Grant involves construction or other work within the Easement Areas, the
Grantee shall, at its sole cost and expense, promptly restore said land or area to the condition
said land or area was in immediately prior to such exercise (including any landscaping or
similar improvements) to the extent consistent with the Grantee's exercise of its rights
hereunder. If the Grantee, or any person claiming by, through, or under the Grantee causes
any damage to the sidewalk portion of the right of way of Arsenal Street or the road portion of
the right of way of Arsenal Street, the Grantee shall promptly restore the same, at its sole
cost and expense, to the condition that that portion of Arsenal Street was in prior to
such damage.
5. Permissible Delay. Whenever performance is required of any party
hereunder, such party shall use all due diligence to perform and take all necessary measures
in good faith to perform; provided,however that if completion of performance shall be
delayed at any time by reason of acts of God,war,civil commotion, riots, work stoppages
arising out of collective bargaining strikes, unavailability of materials or damage to work in
progress by reason of fire or other casualty or causes beyond the reasonable control of a
party (otherthan financial reasons) (collectively, "Force Majeure"), then the time for
performance as herein specified shall be appropriately extended by the time of the delay
actually caused.
6. Bind and Inure. The rights created hereby shall run with the land and
shall be binding upon and inure to the benefit of the parties, and their respective successors
and assigns, provided, however,that the Grantee shall only be responsible hereunder for
5
matters occurring and claims arising during its period of ownership of the Grantee Parcel.
No partner,member, shareholder,trustee,beneficiary, director,officer, manager, or
employee of Grantee,or any partner of Grantee,or any affiliate of Grantee, shall have any
personal liability under this Grant. In addition, no parry to this Grant shall have personal
liability under this Grant. In the event any person obtains a judgment against Grantee in
connection with this Grant, such person's sole recourse shall be to the estate and interest of
Grantee in and to Grantee's Parcel. No employee, official, agent or representative of the
Town shall have any personal liability under this Grant. Notwithstanding anything to the
contrary contained in this Grant,in the event of any breach of any term, condition, or
obligation hereof,the sole remedy of any party shall be an action at law for money damages
or a suit in equity for specific performance or other equitable relief, but no such breach shall
operate as a forfeiture, reversion,or termination of any rights granted or arising hereunder.
7. Notice. Any notice hereunder shall be given in writing to the party
for whom it is intended, in person, by certified mail-return receipt requested, or by a
recognized expedited overnight delivery service, at the following address, or such future
address as may be designated by notice in writing:
If to Grantee, addressed to:
BP Watertown Retail LLC
800 Boylston Street, Suite 1390
Boston, MA 02199
Attention: William P. McQuillan
If to the Town, addressed to:
Town of Watertown
149 Main Street
Watertown, MA 02472
6
Attention: Town Manager
8. Estoppel. Each party shall, without charge and from time to time,
deliver within twenty (20) days of written request by the other party, a certificate (addressed
to the requesting party and/or its potential lenders, tenants and purchasers) with respect to
the status of this Grant and each party's obligations thereunder.
9. Permitted Encumbrances. The rights granted herein are subject to all
restrictions, covenants, easements and other encumbrances of record, whether now or
hereafter existing, to the extent in force and applicable.
10. Governing Law. This Grant shall be governed by the laws of the
Commonwealth of Massachusetts, as the same may now exist or as may be hereinafter
enacted. If any provision of this Grant, or portions thereof, or the application thereof to any
person or circumstance shall, to any extent, be invalid or unenforceable,the remainder of
this Grant, or the application of such provision, or portion thereof, to any other person or
circumstances shall not be affected thereby, and such provision of this Grant shall be valid
and enforceable to the fullest extent permitted by law.
11. Counterparts. This Grant may be executed in several counterparts,
each of which shall be deemed an original and all such counterparts shall constitute one and
the same instrument. Several copies of this Grant may be executed, and each shall be
deemed an original.
12. Authority. Each of the parties represent that such party has all
requisite power and authority to execute and deliver this instrument and to carry out the
obligations hereunder. Each of the parties further represents that this agreement has been
7
duly executed and delivered by such party and constitutes the legal, valid and binding
obligation of such party, enforceable against it in accordance with its terms.
[Signatures on the Following Pages]
722765/WATR/0160
8
EXECUTED as a sealed instrument as of the day and year first above written.
TOWN:
Town of Watertown
By:
Name: Michael J. Driscoll
Title: Town Manager
Hereunto duly authorized
Approved as to form by Town Attorney:
Name:
Title: Town Attorney
COMMONWEALTH OF MASSACHUSETTS
COUNTY OF ss. , 2020
On this day of , 2020 before me, the undersigned notaiy
public, personally appeared Michael J. Driscoll, the Town Manager of the Town of Watertown,
proved to me through satisfactory evidence of identification which were
to be the person whose name is signed on the preceding or attached documents, and
acknowledged to me that he signed it voluntarily for its stated purposed in such capacity.
Notary Public
My commission expires:
EXECUTED as a sealed instrument as of the day and year first above written.
GRANTEE:
BP Watertown Retail LLC
By:
Name:
Office:
Hereunto duly authorized
COMMONWEALTH OF MASSACHUSETTS
Middlesex, ss
On this day of , 2020,before me,the undersigned notary public,personally
appeared , as of BP Watertown Retail LLC,
proved to me through satisfactory evidence of identification, which was ,
to be the person whose name is signed on the preceding or attached document, and acknowledged
to me that he signed it voluntarily for its stated purpose as of BP Watertown
Retail LLC and acknowledged said instrument to be the free act and deed of BP Watertown Retail
LLC.
Notary Public
My Commission Expires:
EXHIBIT A
LEGAL DESCRIPTION OF GRANTEE PARCEL
Beginning at the corner of Lot#2 at the Northwesterly corner of the property, said point being
447.43 feet from the Northeasterly corner of Talbot Street;
Thence running along Arsenal Street South 78' 47 56" East, 222.34 feet to an angle;
Thence running South 81' 28' 44" East, 152.64 feet to an angle;
Thence running South 85' 14' 23" East, 152.46 feet to an angle;
Thence running South 81' 28' 44" East, 30.51 feet to a corner;
Thence running along a curved line with a radius of 144.40 feet, a distance of 37.28 feet to a
point;
Thence running along a curved line with a radius of 156.00 feet, a distance of 40.39 feet to a
point;
Thence running South 81' 28' 44" East, 108.27 feet to a bend;
Thence running South 86' 05' 45" East, 124.23 feet to a bend;
Thence running South 81' 28' 44" East, 120.97 feet to a corner;
Thence running South 08' 3l' 16" West, 1.79 feet to a corner;
Thence running South 81' 34' 04" East, 141.70 feet to a bend;
Thence running South 36' 34' 04" East, 2.83 feet to a bend;
Thence running South 81° 34' 04" East, 49.09 feet to a corner;
Thence turning and running by Lot#1 South 08' 15' 00" West, 299.04 feet to a corner;
Thence turning and running by Lot#1 South 81° 45' 00" East, 120.50 feet to a bend;
Thence running South 36' 45' 00" East, 21.00 feet to a corner;
Thence running South 53' 15' 00" West, 44.38 feet to a point;
Thence running along a curved line with a radius of 75.00 feet, a distance of 58.90 feet to a
point;
Thence running South 08' 15' 0 0" West, 22 8.9 5 feet to a corner;
Thence running by a curved line with a radius of 1776.21 feet a distance of 199.24 feet to a
tangent;
Thence running South 81° 56' 08" East 79.45 feet to a point;
Thence running by a curved line with a radius of 878.74 feet, a distance of 476.34 feet to a point;
Thence running by a curved line with a radius of 1057.99 feet, a distance of 221.36 feet to a
corner;
Thence running North 34' 58' 58" West, 5454.68 feet to a corner;
Thence running North 81° 27 20" West, 90.00 feet to a corner;
Thence running North 08' 32' 40" East, 308.78 feet to a corner at Arsenal Street;
Thence turning and running along Arsenal Street South 81° 17' 17" East, 44.84 feet to a point;
Thence running South 81° 27' 12" East, 14.83 feet to an angle;
Thence running North 53' 32' 48" East, 5.66 feet to an angle;
Thence running South 8P 27' 12" East, 58.67 feet to an angle;
Thence running South 36' 27' 12" East, 2.83 feet to an angle;
Thence running South 81' 27' 12" East, 57.33 feet to an angle;
Thence running North 53' 32' 48" East, 2.83 feet to an angle;
Thence running South 81° 27' 12" East, 38.67 feet to an angle;
Thence running South 36' 27' 12" East, 2.83 feet to an angle;
Thence running South 81° 27' 12" East, 3 7.3 3 feet to an angle;
Thence running North 53' 32' 48" East, 2.37 feet to an angle;
Thence running South 83' 43' 34" East, 96.32 feet to an angle;
Thence running South 38' 43' 34" East, 2.83 feet to an angle;
Thence running South 83' 43' 34" East, 68.39 feet to an angle;
Thence running North 51° 16' 26" East, 2.83 feet to an angle;
Thence running South 83' 53' 46" East, 121.21 feet to a point;
Thence running along a curved line with a radius of 10.43 feet, a distance of 24.07 feet to a
point;
Thence running along the sideline of Charles W. Greenough Boulevard South 50' 46' 24" West,
469.25 feet to a point;
Thence running along a curved line with a radius of 1142.99 feet, a distance of 323.81 feet to a
point;
Thence running along another curved line with a radius of 963.74 feet, a distance of 522.42 feet
to a tangent;
Thence running North 81° 56' 08" West, 79.45 feet to a point;
Thence running by a curved line with a radius of 1691.21 feet, a distance of 365.94 feet to a
corner of property of the Town of Watertown;
Thence turning and running by said Town of Watertown land North 00' 31' 40" East, 203.77 feet
to a corner;
Thence turning and running North 89' 28' 20" West, 761.50 feet to a corner;
Thence turning and running North 00' 31' 40" East, 140.00 feet to a corner;
Thence turning and running North 89' 28' 20" West, 198.30 feet to a corner;
Thence turning and running North 00' 3 P 40" East, 74.25 feet to a corner;
Thence turning and running North 89' 28' 20" West, 116.50 feet to a corner of Lot#3;
Thence turning and running by Lot#3 and by Lot#4,North 00' 31' 40" East, 364.81 feet to a
corner;
Thence turning and running again by Lot#4, South 89' 28' 20" East, 89.00 feet to a corner;
Thence turning and running by Lot#4,North 00' 31' 40" East, 108.44 feet to Arsenal Street and
the point of beginning of said parcel.
Being shown as Lot#2 on a plan entitled"Plan of Land Arsenal Street Watertown, Middlesex
County, Mass Property Line Plan", Scale 1" = 100', dated December 16, 1983 and recorded with
Middlesex South District Registry of Deeds as Plan No. 1495 of 1983.
Excepting therefrom that certain parcel of land and the improvements thereon located in
Watertown, Middlesex County, Massachusetts, bounded and described as follows:
Beginning at the corner of Lot#2A at the Northwesterly corner of the property, said point being
447.43 feet from the Northeasterly corner of Talcott Street;
Thence running along Arsenal Street South 78' 47' 56" East, 204.33 feet to a point;
Thence running South 00' 22' 13" West, 509.66 feet by remaining portion of Lot 2;
Thence turning and running North 89' 28' 20" West, 174.70 feet to a corner;
Thence turning and running North 00' 31' 40" East, 74.25 feet to a corner;
Thence turning and running North 89' 28' 20" West, 116.50 feet to a corner of Lot#3;
Thence turning and running by Lot#3 and by Lot#4,North 00' 31' 40" East, 364.81 feet to a
corner;
Thence turning and running again by Lot#4, South 89' 28' 20" East, 89.00 feet to a corner;
Thence turning and running by Lot#4 North 00' 31' 40" East, 108.44 feet to Arsenal Street and
the point of beginning said parcel.
Being shown as Lot#2A on a plan entitled"Plan of Land, Arsenal Street, Watertown, Middlesex
County, Mass." Scale 1" =40' prepared by Yunits Engineering Co., Inc., dated March 11, 1985,
recorded with the Middlesex South District Registry of Deeds in Book 16720, Page 120.
Less and excepting that portion of the premises that is within the bounds of that certain
condominium known as the Arsenal Condominium, situated in Watertown, Middlesex County
(Southern District), Massachusetts, bounded and described as follows:
Being the same premises as described and created by Master Deed dated January 27, 2010 and
recorded January 29, 2010, in Book 54229, Page 81, and in By Laws of said Condominium dated
January 27, 2010 and recorded January 29, 2010 in Book 54229, Page 106.
EXHIBIT B
LEGAL DESCRIPTION OF EASEMENT AREAS
LEGAL DESCRIPTION: BUILDING APPURTENANCES EASEMENT AREA 15
A CERTAIN PORTION OF LAND KNOW AS BUILDING APPURTENANCES EASEMENT
AREA 15, SITUATED IN THE TOWN OF WATERTOWN, COUNTY OF MIDDLESEX,
COMMONWEALTH OF MASSACHUSETTS BOUNDED AND DESCRIBED AS FOLLOWS.
COMMENCING AT A POINT ALONG THE SOUTHERLY SIDELINE OF ARSENAL
STREET AT THE NORTHWESTERLY CORNER OF LOT 2A AND LAND NOW OR
FORMERLY OF ARSENAL ASSOCIATES;
THENCE RUNNING, S 78°4756" E, A DISTANCE OF 222.34 FEET TO A POINT;
THENCE TURNING AND RUNNING, S 81°28'44" E, A DISTANCE OF 152.64 FEET TO A
POINT;
THENCE TURNING AND RUNNING, S 85°14'23" E,A DISTANCE OF 152.46 FEET TO THE
POINT OF
BEGINNING, THE LAST THREE COURSES ALONG THE SOUTHERLY SIDELINE OF
ARSENAL STREET;
THENCE TURNING AND RUNNING N 49°26'04" E, A DISTANCE OF 0.50 FEET TO THE
POINTOF BEGINNING;
THENCE TURNING AND RUNNING S 81°23'34" E, A DISTANCE OF 55.60 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 13°50'43" E, A DISTANCE OF 2.99 FEET TO A
POINT ALONG THE SOUTHERLY SIDELINE OF ARSENAL STREET;
THENCE TURNING AND RUNNING ALONG A CURVE TURNING TO THE LEFT
HAVING A RADIUS OF 144.00 FEET, AN ARC LENGTH OF 26.71 FEET, A DELTA
ANGLE OF 10037'41", A CHORD BEARING OF
N 76009'53" W AND A CHORD LENGTH OF 26.67 FEET TO A POINT OF TANGENCY;
THENCE TURNING AND RUNNING N 81°28'44" W, A DISTANCE OF 30.51 FEET ALONG
THE SOUTHERLY SIDELINE OF ARSENAL STREET TO THE POINT OF BEGINNING.
CONTAINING AN AREA OF 39 SQUARE FEET MORE OR LESS AND SHOWN ON A
PLAN BY FELDMAN LAND SURVEYORS, ENTITLED; EASEMENT PLAN ARSENAL
STREET WATERTOWN, MASS., DATED OCTOBER 23, 2019, WHICH PLAN IS
RECORDED HEREWITH.
LEGAL DESCRIPTION: BUILDING APPURTENANCES EASEMENT AREA 17
A CERTAIN PORTION OF LAND KNOW AS BUILDING APPURTENANCES EASEMENT
AREA 17, SITUATED IN THE TOWN OF WATERTOWN, COUNTY OF MIDDLESEX,
COMMONWEALTH OF MASSACHUSETTS BOUNDED AND DESCRIBED AS FOLLOWS;
COMMENCING AT A POINT ALONG THE SOUTHERLY SIDELINE OF ARSENAL
STREET AT THE NORTHWESTERLY CORNER OF LOT 2A AND LAND NOW OR
FORMERLY OF ARSENAL ASSOCIATES;
THENCE RUNNING, S 78°47'56" E, A DISTANCE OF 222.34 FEET TO A POINT;
THENCE TURNING AND RUNNING, S 81°28'44" E, A DISTANCE OF 152.64 FEET TO A
POINT;
THENCE TURNING AND RUNNING, S 85°14'23" E, A DISTANCE OF 152.46 FEET TO A
POINT;
THENCE TURNING AND RUNNING, S 81°28'44" E, A DISTANCE OF 30.51 FEET TO A
POINT OF TANGENCY;
THENCE TURNING AND RUNNING ALONG A CURVE TO THE RIGHT HAVING A
RADIUS OF 144.00 FEET, A LENGTH OF 37.28 FEET AND A DELTA ANGLE OF 14°50'00"
TO A POINT OF REVERSE CURVATURE;
THENCE TURNING AND RUNNING ALONG A CURVE TO THE LEFT HAVING A
RADIUS OF 156.00 FEET,AN ARC LENGTH OF 13.08 FEET, A DELTA ANGLE OF
04048'14", A CHORD BEARING OF S 69°02'47" E AND A CHORD LENGTH OF 13.08 FEET
TO THE POINT OF BEGINNING, THE LAST FIVE COURSES ALONG THE SOUTHERLY
SIDELINE OF ARSENAL STREET;
THENCE RUNNING N 31005'37" E, A DISTANCE OF 6.07 FEET TO A POINT;
THENCE TURNING AND RUNNING S 81°48'45" E, A DISTANCE OF 15.33 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 23°28'23" E, A DISTANCE OF 6.72 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 81-22'13" E, A DISTANCE OF 29.40 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 72-01'43" E, A DISTANCE OF 14.14 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 81°28'44" W, A DISTANCE OF 37.40 FEET TO A
POINT OF TANGENCY;
THENCE TURNING AND RUNNING ALONG A CURVE TO THE RIGHT HAVING A
RADIUS OF 156.00 FEET, AN ARC LENGTH OF 27.31 FEET, A DELTA ANGLE OF
10001'50", A CHORD BEARING OF N 76°27'49" W AND A CHORD LENGTH OF 27.28
FEET TO THE POINT OF BEGINNING, THE LAST TWO COURSES ALONG THE
SOUTHERLY SIDELINE OF ARSENAL STREET.
CONTAINING AN AREA OF 217 SQUARE FEET MORE OR LESS AND SHOWN ON A
PLAN BY FELDMAN LAND SURVEYORS, ENTITLED; EASEMENT PLAN ARSENAL
STREET WATERTOWN, MASS., DATED OCTOBER 23, 2019, WHICH PLAN IS
RECORDED HEREWITH.
GRANT OF EASEMENT
This GRANT OF EASEMENT ("Grant") is entered into as of the day of
, 2020 by and between BP Watertown Retail LLC, a Delaware limited
liability company ("Grantor"), having a mailing address of 800 Boylston Street, Suite 1390,
Boston, Massachusetts 02199, and the City Known as the Town of Watertown, a
Massachusetts municipal association("Town"), having its usual place of business at 149 Main
Street, Watertown, Massachusetts 02472.
WITNESSETH:
Reference is made to the following facts which constitute the background to this
instrument:
A. Grantor is the owner of, inter alia, a certain parcel of land containing
approximately 15.910 acres located in the Town of Watertown, Middlesex County,
Massachusetts and more particularly described in that certain Quitclaim Deed recorded with the
Middlesex South Registry of Deeds (the "Registry") in Book 62423, Page 158 (the "Grantor
Parcel"). The Grantor Parcel abuts Arsenal Street, a public way of the Town.
1
B. In connection with the alteration of the road layout of Arsenal Street due
to, inter alia, improvements to the road, sidewalk, and traffic signal devices, Grantor is willing
to grant to the Town easements for highway purposes in those portions of the Grantor Parcel
shown respectively as "Highway Easement Area 12 to Town of Watertown Area= 838 S.F." (on
Detail A), "Highway Easement Area 16 to Town of Watertown Area=73 S.F. " (on Detail D),
and"Highway Easement Area 18 to Town of Watertown = 1,613 S.F." (on Detail F) on that
certain plan of land entitled"Easement Plan, Arsenal Street, Watertown, Mass.", dated October
23, 2019,prepared by Feldman Land Surveyors, 152 Hampden Street, Boston, Mass. 02119,
which plan(the "Plan") is recorded in the Registry herewith as Plan of 2020. The above
highway easement areas are hereinafter referred to singly as the "Highway Easement Area" and
collectively as the "Highway Easement Areas". A legal description of each Highway Easement
Area is set forth in Exhibit A attached hereto.
NOW THEREFORE, for and in consideration of the mutual covenants contained herein
and other good and valuable consideration,the receipt and sufficiency of which are hereby
acknowledged, Grantor and the Town hereby agree as follows:
1. HiRhwav Easements from Grantor to the Town. Grantor hereby grants to
the Town, and to the general public, subject to the terms hereof and limited to the extent of
Grantor's interest in the Highway Easement Areas, the perpetual non-exclusive right and
easement (the "Highway Easements"), in common with the Grantor,to use the Highway
Easement Areas for highway purposes, including, without limitation, public use, construction,
installation, maintenance, repair, and replacement of roads, curbs, sidewalks, crosswalks,
wheelchair ramps, street lights, landscaping, bus shelters, and traffic control devices, including
all appurtenances to the foregoing, together with pedestrian and vehicular access (except as
2
hereinafter limited)to, in, over, under,through, across, upon, on and along the Highway
Easement Areas for purposes of maintenance, repair, and replacement of such improvements and
performance of all acts incidental thereto. The Town's exercise of the Highway Easements shall
not unreasonably interfere with Grantor's use of the Grantor Parcel, as set forth in Paragraph 3
below.
2. Limitations on Use of Sidewalks. Notwithstanding anything to the
contrary contained in this Grant, with respect to any portion of the Highway Easement Areas
consisting now or hereafter of a sidewalk,the right of the Town and the public to use, pursuant to
the Highway Easements, such sidewalk shall not be deemed to include any rights for motor
vehicles, motorcycles, or other motorized transportation devices to pass or repass on, across or
over any sidewalk portion of a Highway Easement Area, other than(i) any mobility device, or
(ii) in connection with the maintenance, repair or replacement of any sidewalk portion of a
Highway Easement Area, including,without limitation, snow removal from such sidewalk
portion. The term"mobility device," as used in this instrument, means a wheelchair, crutch,
cane, walker, or other device, both motorized and non-motorized,that functions similarly to
allow an injured or disabled person increased mobility for sidewalk travel. Additionally,the
right of the Town and the public to use, pursuant to the Highway Easements, any sidewalk
portion of a Highway Easement Area shall not be deemed to include a right to park bicycles or
motor vehicles, motorcycles, or other motorized or non-motorized transportation devices within
any sidewalk portion of a Highway Easement Area at any time. Further,the Town and/or any
member of the public shall not place within any sidewalk portion of a Highway Easement Area
any obstructions (except for temporary obstructions necessary in connection with the
maintenance, repair or replacement of a Highway Easement Area).
3
3. Reserved Rights. The Highway Easements hereby granted do not grant to
the Town or the public any rights on, across or over any portion of the Grantor Parcel other than
the Highway Easement Areas. Grantor reserves the right to continue to use the Grantor Parcel,
including the Highway Easement Areas, in a manner that does not unreasonably interfere with
the Highway Easements, including, without limitation: (a)to erect, outside of and along any
sidewalk portion of a Highway Easement Area, such fences, vegetated buffers, or other measures
it deems reasonably necessary or appropriate; (b) to install and maintain landscaping within any
sidewalk portion of a Highway Easement Area up to the paved edge of the pedestrian path
located within the sidewalk portion of a Highway Easement Area; (c) to establish such
driveways, roads, paths or other traveled ways within the Grantor Parcel, including but not
limited to vehicular and pedestrian connections between the Grantor Parcel and any sidewalk
portion of a Highway Easement Area,that do not unreasonably interfere with the exercise of the
Highway Easements, as well as vehicular connections between the Grantor Parcel and Arsenal
Street; (d)to repair, replace, improve, maintain and use the sidewalk portion of any Highway
Easement Area; and(e)to use, or to grant to others the right to use, any sidewalk portion of a
Highway Easement Area for any and all purposes, provided only that such use shall not
materially interfere with the exercise of the Highway Easements.
4. Release. It is the intention of the parties that access to the Highway
Easement Areas, including, without limitation,the sidewalk portions thereof, shall be used for
recreational purposes and shall be free of charge or fee and that to the fullest extent permitted by
law, the Highway Easements constitute an"interest in land"under Massachusetts General Laws
Chapter 21, Section 17C (or such other state or local law that hereafter affords the same or
similar protections), and that Grantor and all those claiming by,through or under Grantor, shall
4
be afforded all of the rights, protections,privileges and benefits granted thereunder, and as such,
Grantor and all those claiming by, through or under Grantor, shall not be liable for personal
injuries or property damage sustained by members of the public in connection with the rights
granted hereunder including,without limitation, a minor or any other person on the Highway
Easement Areas.
5. Performance of Work. The Town shall be responsible for the
maintenance, repair and replacement of highway improvements located in the Highway
Easement Areas, including, without limitation, all roads, curbs, sidewalks, crosswalks,
wheelchair ramps, street lights, landscaping, bus shelters, and traffic control devices, including
all appurtenances to the foregoing improvements. Any construction, maintenance or
replacement work is to be performed by the Town within any Highway Easement Area pursuant
to the Highway Easements (i) shall be performed in a safe, diligent and workmanlike manner
and in compliance with all applicable laws, ordinances, orders, rules, and regulations and(ii)
shall be performed to the extent practicable in a manner that causes the minimum of interference
with the use and enjoyment of the Grantor Parcel by the Grantor. The Town agrees, except in the
event of emergency,to give Grantor 48 hours'prior notice (which may be oral) of any
construction, maintenance or replacement work within any Highway Easement Area, and,
further, shall make all reasonable efforts to ensure vehicular access to the Grantor Parcel at all
times, provided, however,the parties acknowledge that such access may be obstructed for
periods of limited duration. In the event that any contractor, subcontractor or other person or
entity engaged directly or indirectly on behalf of the Town in connection with the performance of
any work within any Highway Easement Area records or files any lien or other encumbrance
against any portion of the Grantor Parcel (including any Highway Easement Area), the Town
5
shall take such action, at its sole cost and expense, to cause such lien or other encumbrance to be
dissolved or released as soon as reasonably practicable.
6. Restoration. In connection with any construction or other work by the
Town within a Highway Easement Area pursuant to the Highway Easements, the Town shall, at
its sole cost and expense, promptly restore, as close as reasonably practicable, said land or area
to the condition said land or area was in immediately prior to such exercise (including any
landscaping or similar improvements)to the extent consistent with the Town's exercise of its
rights hereunder. If the Town, or any person claiming by,through, or under the Town causes any
damage to the Grantor Parcel,the Town shall promptly restore the same, at its sole cost and
expense, to the condition the Grantor Parcel was in prior to such damage, as close as reasonably
practicable.
7. Permissible Delay. Whenever performance is required of any parry
hereunder, such party shall use all due diligence to perform and take all necessary measures in
good faith to perform; provided, however that if completion of performance shall be delayed at
any time by reason of acts of God, war, civil commotion, riots, work stoppages arising out of
collective bargaining strikes, unavailability of materials or damage to work in progress by reason
of fire or other casualty or causes beyond the reasonable control of a party (other than financial
reasons) (collectively, "Force Majeure"), then the time for performance as herein specified shall
be appropriately extended by the time of the delay actually caused.
8. Bind and Inure. The rights created hereby shall run with the land and shall
be binding upon and inure to the benefit of the parties, and their respective successors and
assigns, including, in the case of the Town, the public; provided, however, that the Grantor shall
only be responsible hereunder for matters occurring and claims arising during its period of
6
ownership of the Grantor Parcel. No partner, member, shareholder, trustee, beneficiary, director,
officer, manager, or employee of Grantor, or any partner of Grantor, or any affiliate of Grantor,
shall have any personal liability under this Grant. In addition, no party to this Grant shall have
personal liability under this Grant. In the event any person obtains a judgment against Grantor in
connection with this Grant, such person's sole recourse shall be to the estate and interest of
Grantor in and to Grantor Parcel. No employee, official, agent or representative of the Town
shall have personal liability under this Grant. Notwithstanding anything to the contrary
contained in this Grant, in the event of any breach of any term, condition, or obligation hereof,
the sole remedy of any party shall be an action at law for money damages or a suit in equity for
specific performance or other equitable relief, but no such breach shall operate as a forfeiture,
reversion, or termination of any rights granted or arising hereunder.
9. Notice. Any notice hereunder shall be given in writing to the Party for
whom it is intended, in person, by certified mail-return receipt requested, or by a recognized
expedited overnight delivery service, at the following address, or such future address as may be
designated by notice in writing:
If to Grantor, addressed to:
BP Watertown Retail LLC
800 Boylston Street, Suite 1390
Boston, MA 02199
Attn: William P. McQuillan, Manager
If to the Town, addressed to:
Town of Watertown
149 Main Street
Watertown, MA 02472
Attention: Town Manager
7
10. Estoppel. Each party shall, without charge and from time to time, deliver
within twenty (20) days of written request by the other party, a certificate (addressed to the
requesting party and/or its potential lenders,tenants and purchasers)with respect to the status of
this Grant and each patty's obligations thereunder.
11. Permitted Encumbrances. The rights granted herein are subject to all
restrictions, covenants, easements and other encumbrances of record, whether now or hereafter
existing, to the extent in force and applicable.
12. Governing Law. This Grant shall be governed by the laws of the
Commonwealth of Massachusetts, as the same may now exist or as may be hereinafter enacted.
If any provision of this Grant, or portions thereof, or the application thereof to any person or
circumstance shall, to any extent, be invalid or unenforceable,the remainder of this Grant, or the
application of such provision, or portion thereof, to any other person or circumstances shall not
be affected thereby, and such provision of this Grant shall be valid and enforceable to the fullest
extent permitted by law.
13. Counterparts. This Grant may be executed in several counterparts, each of
which shall be deemed an original and all such counterparts shall constitute one and the same
instrument. Several copies of this Grant may be executed and each shall be deemed an original.
[Signatures on the Following Pages]
8
EXECUTED as a sealed instrument as of the day and year first above written.
GRANTOR:
BP Watertown Retail LLC
By:
Name:
Office:
Hereunto duly authorized
COMMONWEALTH OF MASSACHUSETTS
Middlesex, ss
On this day of , 2020, before me, the undersigned notary public,personally
appeared , as of BP Watertown Retail LLC,
proved to me through satisfactory evidence of identification, which was ,
to be the person whose name is signed on the preceding or attached document, and
acknowledged to me that he signed it voluntarily for its stated purpose as
of BP Watertown Retail LLC and acknowledged said instrument to be the free act and deed of
BP Watertown Retail LLC.
Notary Public
My Commission Expires:
[Town signatures on next page]
ACCEPTANCE OF EASEMENT
On this day of , 2020, the Town of Watertown, acting by and through
its Town Manager pursuant to the vote taken by the Town Council on , 2020, a
certified copy of which is attached hereto as Exhibit B, hereby accepts the Highway Easement
contained in the foregoing Grant of Easement granted to the Town by Grantor, which is recorded
herewith.
TOWN:
TOWN OF WATERTOWN
Name: Michael J. Driscoll
Title: Town Manager
Hereunto duly authorized
Approved as to form by Town Attorney:
Name:
Title: Town Attorney
COMMONWEALTH OF MASSACHUSETTS
MIDDLESEX, ss.
On this day of , 2020, before me,the undersigned notary
public,personally appeared Michael J. Driscoll, the Town Manager of the TOWN OF
WATERTOWN, proved to me through satisfactory evidence of identification which was
to be the person whose name is signed on the preceding or attached
document, and acknowledged to me that he signed it voluntarily for its stated purpose on behalf
of the Town of Watertown.
Notary Public
My commission expires:
721246/WATR/0160
EXHIBIT A
HIGHWAY EASEMENT AREAS
HIGHWAY EASEMENT AREAS 12. 16, AND 18
1. LEGAL DESCRIPTION: HIGHWAY EASEMENT AREA 12 TO TOWN OF
WATERTOWN
A CERTAIN PORTION OF LAND KNOW AS HIGHWAY EASEMENT AREA 12 TO
TOWN OF WATERTOWN, SITUATED IN THE TOWN OF WATERTOWN, COUNTY OF
MIDDLESEX, COMMONWEALTH OF MASSACHUSETTS BOUNDED AND DESCRIBED
AS FOLLOWS;
COMMENCING AT A POINT ALONG THE SOUTHERLY SIDELINE OF ARSENAL
STREET AT THE NORTHWESTERLY CORNER OF LOT 2A AND LAND NOW OR
FORMERLY OF ARSENAL ASSOCIATES.
THENCE TURNING AND RUNNING, S 78°47'56" E,A DISTANCE OF 204.33 FEET TO
THE POINT OF BEGINNING, THE LAST COURSE ALONG THE SOUTHERLY SIDELINE
OF ARSENAL STREET;
THENCE RUNNING S 78047'56" E, A DISTANCE OF 18.01 FEET TO A POINT;
THENCE TURNING AND RUNNING S 81°28'44" E, A DISTANCE OF 152.64 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 40°32'39" E, A DISTANCE OF 16.25 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 81°17'28" W, A DISTANCE OF 13.70 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 08°42'37" E, A DISTANCE OF 3.59 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 58018'44" W,A DISTANCE OF 11.74 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 81°13'41" W, A DISTANCE OF 113.40 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 79°50'35" W, A DISTANCE OF 23.80 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 52°49'34" W, A DISTANCE OF 8.69 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 89°19'07" W, A DISTANCE OF 13.89 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 00°22'13" E, A DISTANCE OF 18.66 FEET TO THE
POINT OF BEGINNING.
CONTAINING AN AREA OF 838 SQUARE FEET MORE OR LESS AND SHOWN ON A
PLAN BY FELDMAN LAND SURVEYORS, ENTITLED; EASEMENT PLAN ARSENAL
STREET WATERTOWN, MASS., DATED OCTOBER 23, 2019, WHICH PLAN IS
RECORDED HEREWITH.
2. LEGAL DESCRIPTION: HIGHWAY EASEMENT AREA 16 TO TOWN OF,
WATERTOWN
A CERTAIN PORTION OF LAND KNOW AS HIGHWAY EASEMENT AREA 16 TO
TOWN OF WATERTOWN, SITUATED IN THE TOWN OF WATERTOWN, COUNTY OF
MIDDLESEX, COMMONWEALTH OF MASSACHUSETTS BOUNDED AND DESCRIBED
AS FOLLOWS;
COMMENCING AT A POINT ALONG THE SOUTHERLY SIDELINE OF ARSENAL
STREET AT THE NORTHWESTERLY CORNER OF LOT 2A AND LAND NOW OR
FORMERLY OF ARSENAL ASSOCIATES;
THENCE RUNNING, S 78°47'56" E, A DISTANCE OF 222.34 FEET TO A POINT;
THENCE TURNING AND RUNNING, S81°28'44"E, A DISTANCE OF 152.64 FEET TO A
POINT;
THENCE TURNING AND RUNNING, S 85°14'23" E, A DISTANCE OF 152.46 FEET TO A
POINT;
THENCE TURNING AND RUNNING, S 81°28'44" E, A DISTANCE OF 30.51 FEET TO A
POINT OF TANGENCY;
THENCE TURNING AND RUNNING ALONG A CURVE TO THE RIGHT HAVING A
RADIUS OF 144.00 FEET, A LENGTH OF 26.71 FEET AND A DELTA ANGLE OF
1003T41" TO A POINT OF TANGENCY AND THE POINT OF BEGINNING, THE LAST
FOUR COURSES ALONG THE SOUTHERLY SIDELINE OF ARSENAL STREET;
THENCE RUNNING ALONG A CURVE TO THE RIGHT HAVING A RADIUS OF 144.00
FEET, AN ARC LENGTH OF 10.57 FEET, A DELTA ANGLE OF 04-12'18" A CHORD
BEARING OF N 68044'54" W AND A CHORD LENGTH OF 10.57 FEET TO A POINT OF
REVERSE CURVATURE;
THENCE TURNING AND RUNNING ALONG A CURVE TO THE LEFT HAVING A
RADIUS OF 156.00 FEET, AN ARC LENGTH OF 13.08 FEET, A DELTA ANGLE OF
04°48'14", A CHORD BEARING OF N 69°02'47" W AND A CHORD LENGTH OF 13.08
FEET TO A POINT OF NON-TANGENCY;
THENCE TURNING AND RUNNING S 31°05'37" W, A DISTANCE OF 1.05 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 81°22'33" W, A DISTANCE OF 20.17 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 13050'43" W, A DISTANCE OF 6.57 FEET TO THE
POINT OF BEGINNING.
CONTAINING AN AREA OF 73 SQUARE FEET MORE OR LESS AND SHOWN ON A
PLAN BY FELDMAN LAND SURVEYORS, ENTITLED; EASEMENT PLAN ARSENAL
STREET WATERTOWN, MASS., DATED OCTOBER 23, 2019, WHICH PLAN IS
RECORDED HEREWITH.
3. LEGAL DESCRIPTION: HIGHWAY EASEMENT AREA 18 TO TOWN OF
WATERTOWN
A CERTAIN PORTION OF LAND KNOW AS HIGHWAY EASEMENT AREA 18 TO
TOWN OF WATERTOWN, SITUATED IN THE TOWN OF WATERTOWN, COUNTY OF
MIDDLESEX, COMMONWEALTH OF MASSACHUSETTS BOUNDED AND DESCRIBED
AS FOLLOWS;
COMMENCING AT A POINT ALONG THE SOUTHERLY SIDELINE OF ARSENAL
STREET AT THE NORTHWESTERLY CORNER OF LOT 2A AND LAND NOW OR
FORMERLY OF ARSENAL ASSOCIATES;
THENCE RUNNING, S 78°47'56" E, A DISTANCE OF 222.34 FEET TO A POINT;
THENCE TURNING AND RUNNING, S81°28'44"E, A DISTANCE OF 152.64 FEET TO A
POINT;
THENCE TURNING AND RUNNING, S 85°14'23" E, A DISTANCE OF 152.46 FEET TO A
POINT;
THENCE TURNING AND RUNNING, S 81°28'44" E, A DISTANCE OF 30.51 FEET TO A
POINT OF TANGENCY;
THENCE RUNNING ALONG A CURVE TO THE RIGHT HAVING A RADIUS OF 144.00
FEET, A LENGTH OF 37.28 FEET AND A DELTA ANGLE OF 14°50'00" TO A POINT OF
TANGENCY
THENCE RUNNING ALONG A CURVE TO THE LEFT HAVING A RADIUS OF 156.00
FEET, AN ARCH LENGTH OF 40.39 FEET AND A DELTA ANGLE OF 14°50'04" TO A
POINT OF TANGENCY;
THENCE TURNING AND RUNNING S 81°28'44" E,A DISTANCE OF 37.40 FEET TO THE
POINT OF BEGINNING
THENCE TURNING AND RUNNING S 81°28'44" E, A DISTANCE OF 70.87 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 86°05'45" E, A DISTANCE OF 124.23 FEET TO A
POINT;
THENCE TURNING AND RUNNING S 81°28'44" E, A DISTANCE OF 11.29 FEET TO A
POINT, THE LAST NINE COURSES ALONG THE SOUTHERLY SIDELINE OF ARSENAL
STREET;
THENCE TURNING AND RUNNING ALONG A CURVE TO THE LEFT HAVING A
RADIUS OF 43.65 FEET, AN ARC LENGTH OF 42.04 FEET, A DELTA ANGLE OF
55°10'44", A CHORD BEARING OF S 70°25'36" W AND A CHORD LENGTH OF 40.43
FEET TO A POINT;
THENCE TURNING AND RUNNING N 82°57'30" W, A DISTANCE OF 75.40 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 70016 15" W, A DISTANCE OF 26.52 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 08034'24" E, A DISTANCE OF 4.88 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 81022'13" W, A DISTANCE OF 63.91 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 72-01'43" W, A DISTANCE OF 5.10 FEET TO THE
POINT
OF BEGINNING.
CONTAINING AN AREA OF 1,613 SQUARE FEET MORE OR LESS AND SHOWN ON A
PLAN BY FELDMAN LAND SURVEYORS, ENTITLED; EASEMENT PLAN ARSENAL
STREET WATERTOWN, MASS., DATED OCTOBER 23, 2019, WHICH PLAN IS
RECORDED HEREWITH.
EXHIBIT B
CERTIFIED COPY OF TOWN VOTE
0
C
CONSENT AND SUBORDINATION
Wells Fargo Bank,National Association, a national banking association(the
"Administrative Agent"), as administrative agent, on behalf of itself and other certain lenders
(the "Lenders"), having a mailing address of 125 High Street, 151h Floor, Boston, Massachusetts
02110,the present holder, as Administrative Agent, of a Construction Mortgage with Absolute
Assignment of Leases and Rents, Security Agreement and Fixture Filing on certain parcels of
land in Watertown, Massachusetts (as more particularly described in said mortgage) from
Arsenal Yards Holding LLC, a Delaware limited liability company (the "Borrower"), to the
Administrative Agent for the benefit of the Lenders, dated June 7, 2018 and recorded in the
Middlesex South Registry of Deeds (the "Registry") in Book 71125, Page 285, as amended by
an amendment recorded in the Registry in Book 72381, Page 52 (as so amended,the
"Mortgage"), for consideration paid, hereby consents to and subordinates the Mortgage, and the
lien created thereby, to the easements granted and/or modified to the City known as the Town of
Watertown (the "Grantee"), in the (i) Grant of Easement (the "Grant I") by BP Watertown Retail
LLC, a Delaware limited liability company (`BP"), to the Grantee dated , 2020 and
recorded herewith, (ii) Grant of Easement(the "Grant 11")by Borrower to the Grantee dated
, 2020 and recorded herewith, and (iii) Partial Release and Termination of Easement
(the "Partial Release") by Grantee to BP dated , 2020 and recorded herewith
(Grant I, Grant 1I and the Partial Release are hereinafter referred to collectively as the "Easement
Instruments"),to the same extent as if the Easement Instruments had been executed,
acknowledged, and recorded prior to the execution, acknowledgement, and recording of the
Mortgage, and does hereby, covenant, agree, and declare that the Mortgage shall in all respects
be subject and subordinate to the Easement Instruments and the easements granted and/or
modified therein.
IN WITNESS WHEREOF,the said Wells Fargo Bank,National Association, a national
banking association, has caused its corporate seal to be affixed hereto and these presents to be
signed this day of , 2020, as a sealed instrument.
Wells Fargo Bank,National Association,
a national banking association
By:
Name:
Office:
hereunto duly authorized
COMMONWEALTH OF MASSACHUSETTS
ss
On this day of , 2020, before me, the undersigned notary public,personally
appeared , as of Wells Fargo Bank,
National Association,proved to me through satisfactory evidence of identification, which was
, to be the person whose name is signed on the preceding or attached
document, and acknowledged to me that he signed it voluntarily for its stated purpose as
of Wells Fargo Bank,National Association, and acknowledged said
instrument to be the free act and deed of Wells Fargo Bank,National Association.
Notary Public
My Commission Expires:
GRANT OF EASEMENT
This GRANT OF EASEMENT ("Grant") is entered into as of the day of
2020 by and between Arsenal Yards Holdings LLC, a Delaware limited
liability company ("Grantor"), having a mailing address of c/o The Wilder Companies,Ltd., 800
Boylston Street, Suite 1300, Boston, Massachusetts 02199, and the City Known as the Town of
Watertown, a Massachusetts municipal association("Town"), having its usual place of business
at 149 Main Street, Watertown, Massachusetts 02472.
WITNESSETH:
Reference is made to the following facts which constitute the background to this
instrument:
A. Grantor is the owner of, inter alia, a certain parcel of land containing
approximately 3.143 acres located in the Town of Watertown, Middlesex County, Massachusetts
and more particularly described as Parcel III in that certain Quitclaim Deed recorded with the
Middlesex South Registry of Deeds (the "Registry") in Book 71113, Page 485 (the "Grantor
Parcel"). The Grantor Parcel abuts Arsenal Street, a public way of the Town.
B. In connection with the alteration of the road layout of Arsenal Street due
to, inter alia, improvements to the road, sidewalk, and traffic signal devices, Grantor is willing
to grant to the Town easements for highway purposes in that portion of the Grantor Parcel shown
as "Highway Easement Area 11 to Town of Watertown Area=465 S.F." on Detail A of that
certain plan of land entitled"Easement Plan, Arsenal Street, Watertown, Mass.", dated October
23, 2019, prepared by Feldman Land Surveyors, 152 Hampden Street, Boston, Mass. 02119,
which plan (the "Plan") is recorded in the Registry herewith as Plan of 2020. The above
highway easement area is hereinafter referred to as the "Highway Easement No. 11 Area". A
1
legal description of Highway Easement Area No. 11 Area is set forth in Exhibit A attached
hereto.
NOW THEREFORE, for and in consideration of the mutual covenants contained herein
and other good and valuable consideration,the receipt and sufficiency of which are hereby
acknowledged, Grantor and the Town hereby agree as follows:
1. Hi6wav Easement from Grantor to the Town. Grantor hereby grants to
the Town, and to the general public, subject to the terms hereof and limited to the extent of
Grantor's interest in the Highway Easement No. 11 Area, the perpetual non-exclusive right and
easement(the "Highway Easement"), in common with the Grantor, to use the Highway
Easement No. 11 Area for highway purposes, including, without limitation, public use,
construction, installation, maintenance, repair, and replacement of roads, curbs, sidewalks,
crosswalks, wheelchair ramps, street lights, landscaping,bus shelters, and traffic control devices,
including all appurtenances to the foregoing,together with pedestrian and vehicular access
(except as hereinafter limited)to, in, over, under, through, across, upon, on and along the
Highway Easement No. 11 Area for purposes of maintenance, repair, and replacement of such
improvements and performance of all acts incidental thereto. The Town's exercise of the
Highway Easement shall not unreasonably interfere with Grantor's use of the Grantor Parcel, as
set forth in Paragraph 3 below.
2. Limitations on Use of Sidewalks. Notwithstanding anything to the
contrary contained in this Grant, with respect to any portion of the Highway Easement No. 11
Area consisting now or hereafter of a sidewalk, the right of the Town and the public to use,
pursuant to the Highway Easement, such sidewalk shall not be deemed to include any rights for
motor vehicles, motorcycles, or other motorized transportation devices to pass or repass on,
2
across or over any sidewalk portion of the Highway Easement No. 11 Area, other than(i) any
mobility device, or (ii) in connection with the maintenance, repair or replacement of any
sidewalk portion of the Highway Easement No. 11 Area, including, without limitation, snow
removal from such sidewalk portion. The term"mobility device," as used in this instrument,
means a wheelchair, crutch, cane, walker, or other device, both motorized and non-motorized,
that functions similarly to allow an injured or disabled person increased mobility for sidewalk
travel. Additionally, the right of the Town and the public to use,pursuant to the Highway
Easement, any sidewalk portion of the Highway Easement No. 11 Area shall not be deemed to
include a right to park bicycles or motor vehicles, motorcycles, or other motorized or non-
motorized transportation devices within any sidewalk portion of the Highway Easement No. 11
Area at any time. Further,the Town and/or any member of the public shall not place within any
sidewalk portion of the Highway Easement No. 11 Area any obstructions (except for temporary
obstructions necessary in connection with the maintenance, repair or replacement of the
Highway Easement No. 11 Area).
3. Reserved Rights. The Highway Easement hereby granted does not grant
to the Town or the public any rights on, across or over any portion of the Grantor Parcel other
than the Highway Easement No. 11 Area. Grantor reserves the right to continue to use the
Grantor Parcel, including the Highway Easement No. 11 Area, in a manner that does not
unreasonably interfere with the Highway Easement, including, without limitation: (a)to erect,
outside of and along any sidewalk portion of the Highway Easement No. 11 Area, such fences,
vegetated buffers, or other measures it deems reasonably necessary or appropriate; (b) to install
and maintain landscaping within any sidewalk portion of the Highway Easement No. 11 Area up
to the paved edge of the pedestrian path located within the sidewalk portion of the Highway
3
Easement No. 11 Area; (c)to establish such driveways,roads, paths or other traveled ways
within the Grantor Parcel, including but not limited to vehicular and pedestrian connections
between the Grantor Parcel and the any sidewalk portion of the Highway Easement No. 11 Area,
that do not unreasonably interfere with the exercise of the Highway Easement, as well as
vehicular connections between the Grantor Parcel and Arsenal Street; (d)to repair, replace,
improve,maintain and use the sidewalk portion of the Highway Easement No. 11 Area; and (e)
to use, or to grant to others the right to use, any sidewalk portion of the Highway Easement No.
11 Area for any and all purposes,provided only that such use shall not materially interfere with
the exercise of the Highway Easement.
4. Release. It is the intention of the parties that access to the Highway
Easement No. 11 Area, including, without limitation,the sidewalk portions thereof, shall be used
for recreational purposes and shall be free of charge or fee and that to the fullest extent permitted
by law, this Highway Easement constitutes an"interest in land"under Massachusetts General
Laws Chapter 21, Section 17C (or such other state or local law that hereafter affords the same or
similar protections), and that Grantor and all those claiming by, through or under Grantor, shall
be afforded all of the rights, protections,privileges and benefits granted thereunder, and as such,
Grantor and all those claiming by, through or under Grantor, shall not be liable for personal
injuries or property damage sustained by members of the public in connection with the rights
granted hereunder including, without limitation, a minor or any other person on the Highway
Easement No. 11 Area.
5. Performance of Work. The Town shall be responsible for the
maintenance, repair and replacement of highway improvements located in the Highway
Easement No. 11 Area, including, without limitation, all roads, curbs, sidewalks, crosswalks,
4
wheelchair ramps, street lights, landscaping, bus shelters, and traffic control devices, including
all appurtenances to the foregoing improvements. Any construction,maintenance or
replacement work is to be performed by the Town within the Highway Easement No. 11 Area
pursuant to the Highway Easement (i) shall be performed in a safe, diligent and workmanlike
manner and in compliance with all applicable laws, ordinances, orders, rules, and regulations and
(ii) shall be performed to the extent practicable in a manner that causes the minimum of
interference with the use and enjoyment of the Grantor Parcel by the Grantor. The Town agrees,
except in the event of emergency,to give Grantor 48 hours'prior notice (which may be oral) of
any construction, maintenance or replacement work within the Highway Easement No. 11 Area,
and, further, shall make all reasonable efforts to ensure vehicular access to the Grantor Parcel at
all times, provided, however, the parties acknowledge that such access may be obstructed for
periods of limited duration. In the event that any contractor, subcontractor or other person or
entity engaged directly or indirectly on behalf of the Town in connection with the performance of
any work within the Highway Easement No. 11 Area records or files any lien or other
encumbrance against any portion of the Grantor Parcel (including the Highway Easement No. 11
Area),the Town shall take such action, at its sole cost and expense, to cause such lien or other
encumbrance to be dissolved or released as soon as reasonably practicable.
6. Restoration. In connection with any construction or other work by the
Town within the Highway Easement No. 11 Area pursuant to the Highway Easement,the Town
shall, at its sole cost and expense, promptly restore, as close as reasonably practicable, said land
or area to the condition said land or area was in immediately prior to such exercise (including
any landscaping or similar improvements)to the extent consistent with the Town's exercise of its
rights hereunder. If the Town, or any person claiming by,through, or under the Town causes any
5
damage to the Grantor Parcel, the Town shall promptly restore the same, at its sole cost and
expense,to the condition the Grantor Parcel was in prior to such damage, as close as reasonably
practicable.
7. Permissible Delay. Whenever performance is required of any parry
hereunder, such party shall use all due diligence to perform and take all necessary measures in
good faith to perform; provided, however that if completion of performance shall be delayed at
any time by reason of acts of God, war, civil commotion, riots, work stoppages arising out of
collective bargaining strikes, unavailability of materials or damage to work in progress by reason
of fire or other casualty or causes beyond the reasonable control of a party (other than financial
reasons) (collectively, "Force Majeure"), then the time for performance as herein specified shall
be appropriately extended by the time of the delay actually caused.
8. Bind and Inure. The rights created hereby shall run with the land and shall
be binding upon and inure to the benefit of the parties, and their respective successors and
assigns, including, in the case of the Town,the public;provided, however, that the Grantor shall
only be responsible hereunder for matters occurring and claims arising during its period of
ownership of the Grantor Parcel. No partner,member, shareholder,trustee,beneficiary, director,
officer, manager, or employee of Grantor, or any partner of Grantor, or any affiliate of Grantor,
shall have any personal liability under this Grant. In addition, no party to this Grant shall have
personal liability under this Grant. In the event any person obtains a judgment against Grantor in
connection with this Grant, such person's sole recourse shall be to the estate and interest of
Grantor in and to Grantor Parcel. No employee, official, agent or representative of the Town
shall have personal liability under this Grant. Notwithstanding anything to the contrary
contained in this Grant, in the event of any breach of any term, condition, or obligation hereof,
6
the sole remedy of any parry shall be an action at law for money damages or a suit in equity for
specific performance or other equitable relief, but no such breach shall operate as a forfeiture,
reversion, or termination of any rights granted or arising hereunder.
9. Notice. Any notice hereunder shall be given in writing to the party for
whom it is intended, in person, by certified mail-return receipt requested, or by a recognized
expedited overnight delivery service, at the following address, or such future address as may be
designated by notice in writing:
If to Grantor, addressed to:
Arsenal Yards Holding LLC
c/o The Wilder Companies, Ltd.
800 Boylston Street, Suite 1300
Boston, MA 02199
Attn: William P. McQuillan
If to the Town, addressed to:
Town of Watertown
149 Main Street
Watertown, MA 02472
Attention: Town Manager
7
10. Estoppel. Each parry shall, without charge and from time to time, deliver
within twenty (20) days of written request by the other party, a certificate (addressed to the
requesting parry and/or its potential lenders,tenants and purchasers) with respect to the status of
this Grant and each parry's obligations thereunder.
11. Permitted Encumbrances. The rights granted herein are subject to all
restrictions, covenants, easements and other encumbrances of record, whether now or hereafter
existing, to the extent in force and applicable.
12. Governing Law. This Grant shall be governed by the laws of the
Commonwealth of Massachusetts, as the same may now exist or as may be hereinafter enacted.
If any provision of this Grant, or portions thereof, or the application thereof to any person or
circumstance shall, to any extent, be invalid or unenforceable,the remainder of this Grant, or the
application of such provision, or portion thereof, to any other person or circumstances shall not
be affected thereby, and such provision of this Grant shall be valid and enforceable to the fullest
extent permitted by law.
13. Counterparts. This Grant may be executed in several counterparts, each of
which shall be deemed an original and all such counterparts shall constitute one and the same
instrument. Several copies of this Grant may be executed and each shall be deemed an original.
[Signatures on the Following Pages]
8
EXECUTED as a sealed instrument as of the day and year first above written.
GRANTOR:
Arsenal Yards Holding LLC
By:
Name:
Office:
Hereunto duly authorized
COMMONWEALTH OF MASSACHUSETTS
Middlesex, ss
On this day of , 2020, before me,the undersigned notary public,personally
appeared , as of Arsenal Yards Holding LLC,
proved to me through satisfactory evidence of identification, which was ,
to be the person whose name is signed on the preceding or attached document, and
acknowledged to me that he signed it voluntarily for its stated purpose as of
Arsenal Yards Holding LLC, and acknowledged said instrument to be the free act and deed of
Arsenal Yards Holding LLC.
Notary Public
My Commission Expires:
[Town signatures on next page]
ACCEPTANCE OF EASEMENT
On this day of , 2020, the Town of Watertown, acting by and through
its Town Manager pursuant to the vote taken by the Town Council on , 2020, a
certified copy of which is attached hereto as Exhibit B,hereby accepts the Highway Easement
contained in the foregoing Grant of Easement granted to the Town by Grantor, which is recorded
herewith.
TOWN:
TOWN OF WATERTOWN
Name: Michael J. Driscoll
Title: Town Manager
Hereunto duly authorized
Approved as to form by Town Attorney:
Name:
Title: Town Attorney
COMMONWEALTH OF MASSACHUSETTS
MIDDLESEX, ss.
On this day of , 2020, before me,the undersigned notary
public, personally appeared Michael J. Driscoll,the Town Manager of the TOWN OF
WATERTOWN, proved to me through satisfactory evidence of identification which was
to be the person whose name is signed on the preceding or attached
document, and acknowledged to me that he signed it voluntarily for its stated purpose on behalf
of the Town of Watertown.
Notary Public
My commission expires:
721249/WATR/0160
EXHIBIT A
HIGHWAY EASEMENT NO. 11 AREA
A CERTAIN PORTION OF LAND KNOW AS HIGHWAY EASEMENT AREA 11 TO
TOWN OF WATERTOWN, SITUATED IN THE TOWN OF WATERTOWN, COUNTY OF
MIDDLESEX, COMMONWEALTH OF MASSACHUSETTS BOUNDED AND DESCRIBED
AS FOLLOWS;
COMMENCING AT A POINT ALONG THE SOUTHERLY SIDELINE OF ARSENAL
STREET AT THE NORTHWESTERLY CORNER OF LOT 2A AND LAND NOW OR
FORMERLY OF ARSENAL ASSOCIATES;
THENCE RUNNING, S 78°47'56" E, A DISTANCE OF 169.94 FEET TO THE POINT OF
BEGINNING;
THENCE RUNNING S 78047'56" E, A DISTANCE OF 34.39 FEET TO A POINT, THE LAST
COURSE ALONG THE SOUTHERLY SIDELINE OF ARSENAL STREET;
THENCE TURNING AND RUNNING S 00022'13" W, A DISTANCE OF 18.66 FEET TO A
POINT;
THENCE TURNING AND RUNNING N 89°19'07" W, A DISTANCE OF 18.52 FEET TO A
POINT;
THENCE TRUNING AND RUNNING ALONG A CURVE TO THE LEFT HAVING A
RADIUS OF 28.33 FEET,AN ARC LENGTH OF 30.80 FEET, A DELTA ANGLE OF
620 1 T 17", A CHORD BEARING OF N 31°00'14" W AND A CHORD LENGTH OF 29.3 0
FEET TO THE POINT OF BEGINNING.
CONTAINING AN AREA OF 465 SQUARE FEET MORE OR LESS AND SHOWN ON A
PLAN BY FELDMAN LAND SURVEYORS, ENTITLED; EASEMENT PLAN ARSENAL
STREET WATERTOWN, MASS., DATED OCTOBER 23, 2019, WHICH PLAN IS
RECORDED HEREWITH.
EXHIBIT B
CERTIFIED COPY OF TOWN VOTE
CONSENT AND SUBORDINATION
Wells Fargo Bank,National Association, a national banking association(the
"Administrative Agent"), as administrative agent, on behalf of itself and other certain lenders
(the "Lenders"), having a mailing address of 125 High Street, 15th Floor, Boston, Massachusetts
02110,the present holder, as Administrative Agent, of a Construction Mortgage with Absolute
Assignment of Leases and Rents, Security Agreement and Fixture Filing on certain parcels of
land in Watertown, Massachusetts (as more particularly described in said mortgage) from
Arsenal Yards Holding LLC, a Delaware limited liability company (the "Borrower"),to the
Administrative Agent for the benefit of the Lenders, dated June 7, 2018 and recorded in the
Middlesex South Registry of Deeds (the "Registry") in Book 71125, Page 285, as amended by
an amendment recorded in the Registry in Book 72381, Page 52 (as so amended, the
"Mortgage"), for consideration paid, hereby consents to and subordinates the Mortgage, and the
lien created thereby,to the easements granted and/or modified to the City known as the Town of
Watertown (the "Grantee"), in the (i) Grant of Easement(the "Grant I") by BP Watertown Retail
LLC, a Delaware limited liability company (`BP"), to the Grantee dated , 2020 and
recorded herewith, (ii) Grant of Easement (the "Grant II")by Borrower to the Grantee dated
, 2020 and recorded herewith, and (iii) Partial Release and Termination of Easement
(the "Partial Release")by Grantee to BP dated , 2020 and recorded herewith
(Grant I, Grant II and the Partial Release are hereinafter referred to collectively as the `Basement
Instruments"),to the same extent as if the Easement Instruments had been executed,
acknowledged, and recorded prior to the execution, acknowledgement, and recording of the
Mortgage, and does hereby, covenant, agree, and declare that the Mortgage shall in all respects
be subject and subordinate to the Easement Instruments and the easements granted and/or
modified therein.
IN WITNESS WHEREOF, the said Wells Fargo Bank,National Association, a national
banking association, has caused its corporate seal to be affixed hereto and these presents to be
signed this day of , 2020, as a sealed instrument.
Wells Fargo Bank,National Association,
a national banking association
By:
Name:
Office:
hereunto duly authorized
COMMONWEALTH OF MASSACHUSETTS
ss
On this day of 2020, before me,the undersigned notary public, personally
appeared , as of Wells Fargo Bank,
National Association,proved to me through satisfactory evidence of identification,which was
to be the person whose name is signed on the preceding or attached
document, and acknowledged to me that he signed it voluntarily for its stated purpose as
of Wells Fargo Bank,National Association, and acknowledged said
instrument to be the free act and deed of Wells Fargo Bank,National Association.
Notary Public
My Commission Expires:
w w E
`I � w �n. � phi ❑
a C 6sM
W�
' x
' Pb
Ira a
�v f
Va pe
eS ' ze -1m- ----------
a
p I�.ai.{�� ui:v lii kiR"f_11
sus'
Rig
I
$ g
I� 15 ? £ ------
WTV
Rw
a �
i
l� I
TOWN COUNCIL ROLL CALL VOTE
MEETING DATE: JUNE 23, 2020
YES NO PRESENT
LISA J. FELTNER
JOHN G. GANNON
ANGELINE B. KOUNELIS
ANTHONY PALOMBA
VINCENTJ. PICCIRILLI, JR. _X_
KENNETH M. WOODLAND
CAROLINE BAYS
ANTHONY J. DONATO
MARK S. SIDERIS, _X_
COUNCIL PRESIDENT
MOTION TO ADJOURN