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HomeMy Public PortalAboutVHB Parking Memo with Appendix_29 Oct 2018To: Matthew Harrington 36 Watertown Street, LLC From: Randall C. Hart, Principal Elsa Chan, Transportation Engineer Date: October 29, 2018 Project #: 13802.00 `�►►to .� Vlib. Memorandum Re: Parking Summary Memorandum Approve Shared Parking Plan and New Site Special Permit 36 Arlington Street LLC Watertown, Massachusetts VHB, Inc. has conducted a parking evaluation in support the above -captioned project on behalf of the applicant, 36 Arlington Street LLC. The project includes the addition to the Gymit Site's parking capacity of 30 shared parking spaces located on the adjacent Hotel Site; and a tenant/use mix for the Gymit Site consisting of: 1) Gymit; Health & Fitness facility; approximately 22,000 sf, 2) Boston Sports Therapy, approximately 600 sf, 3) A generic Specialty Retail use, approximately 10,000 sf, and 4) Generic Warehouse Use, approximately 12,000 sf. This memorandum is supplemental to the October 5, 2018 Parking Memorandum prepared for this application and attempts to simplify the parking assessment conducted, conclusions, and the request being made of the Town of Watertown. Parking Supply in Question The Site is located at 36 Arlington Street in Watertown, Massachusetts. The site currently consists of an approximately 45,400 sf building. A membership gym currently occupies approximately 22,500 sf of the building (first floor) and the remaining 22,900 sf is currently vacant (second floor). The vacant space is proposed to be reconfigured and ultimately occupied by the uses identified. Parking is currently provided with approximately 56 spaces in the rear of the building, and approximately 27 spaces along the front of the building, which are accessed via a wide curb cut along Arlington Street. In addition, on -street (two-hour) parallel parking is provided along the western side of Arlington Street north of the site driveway. As part of the project, the rear parking lot would be restriped which will increase the total onsite parking supply from 83 to 85 spaces. Adjacent to the site is the Residence Inn by Marriott Hotel located at 570 Arsenal Street. The hotel site currently has 119 existing parking spaces. The Proponent has established an easement agreement whereby an easement for land to construct parking for hotel was provided by the proponent in lieu of the Proponent being allowed to utilize parking at the hotel during certain time periods. The Easement is attached for reference and suggests that up to thirty (30) parking spaces can be used within a defined area of the hotel parking lot (refer to Drawing C-1 attached) with the following stipulations: During Peak Usage Period; Defined as Monday through Saturday, 3:00 PM to 8:00 PM and During Space Available Period; Defined as Monday through Sunday, 6:00 AM to 3:00 PM, and 8:00 PM to 9:30 PM. During the space available period, the Proponent can only use parking to the extent that space is available within the designated area (Drawing C-1). 101 Walnut Street PO Box 9151 Watertown, MA 02472-4026 \\mawatr\TS\13802.00 Arlington St Watertown\docs\memos\Supplmental Parking Memorandum_October_ec.docx P 617.924.1770 Ref: 13802.00 October 25, 2018 Page 2 Parking Counts Conducted On -Site Parking (36 Arlington Street; GymIT) A parking supply/demand assessment was completed for the existing operations on -site in April 2016 by Vanasse & Associates, Inc (VAI). The parking study was conducted on a weekday between 8:00 AM and 6:00 PM and on a Saturday between 10:00 AM and 6:00 PM. Based on the assessment, the site currently has a parking supply of 83 spaces. Of the 83 spaces, 56 are located in the main lot behind the building and 27 are located in front of the building directly facing Arlington Street. Residence Inn Parking VHB conducted a parking supply/demand assessment for this lot during the typical peak parking periods for the gym for a weekday (4:00 PM to 7:00 PM) and a Saturday (10:00 AM to 2:00 PM) in June 2018. In addition, VHB observed the number of vehicles associated with the gym that parked at the hotel during these time periods. Table 2 in the October 3, 2018 VHB Parking Memorandum summarizes the results of the parking assessment. The Residence Inn lot parking supply of 119 spaces was used to calculate the occupancy ratios. The counts were conducted by a person on the ground who would walk the parking field and note the spaces that are occupied versus those which were not. There was also a person that was stationary in the area designated for GymIT parking (Drawing C-1), that person observed and recorded each person that parked and went to gym versus those oriented to the hotel. As part of the proposed project the proponent is proposing to add Generic Specialty Retail and General Warehouse uses to the vacant first floor of the existing 36 Arlington Street building. No exterior changes to the building are necessary with this proposal. The proponent is currently in negotiations with Dollar Stores for the retail portion of the reuse. To understand parking demands for the Dollar Stores and Warehouse components VHB prepared the following: Dollar Store Parking Counts To determine the parking requirements associated with the proposed Dollar Tree store, VHB conducted parking observations at three similar locations: • 622 Somerville Avenue, Somerville, MA, • 24 Blandin Ave, Framingham MA • 60 Everett Street, Allston MA As the stores are located in respective shopping plazas, and thus sharing parking with other uses, people entering and exiting the Dollar Tree store were noted including their mode of transportation — vehicle, bicycle or on -foot. The parking demand was derived based on the number of vehicles associated with the store patrons. It should be noted that standard publications; Parking Generation Manual', published by the Institute of Transportation Engineers (ITE) do not have a category that fits the Dollar Store type of use; therefore, an empirical count was necessary. The parking 1 Parking Generation, 41h Edition, Institute of Transportation Engineers, Washington D.C., 2010. \\mawatr\TS\13802.00 Arlington St Watertown\docs\memos\Supplmental Parking Memorandum_October_ec.docx Ref: 13802.00 October 25, 2018 Page 3 counts for the Somerville location were conducted on Wednesday June 13, 2018 between 4:00 PM and 7:00 PM and on Saturday June 16, 2018 between 10:00 AM and 2:00 PM, while parking counts for the Framingham and Allston locations were conducted on Tuesday August 28, 2018 between 4:00 PM and 7:00 PM and on Saturday August 25, 2018 between 10:00 AM and 1:00 PM. Proposed Warehouse Space Parking Parking demand associated with the warehouse portion of the project was calculated utilizing parking generation data provided in the Parking Generation ManuaV, published by the Institute of Transportation Engineers (ITE). The most appropriate ITE land use code for estimating the parking demand associated with the warehouse portion of the project was LUC 150 — Warehousing. The Parking Generation Manual also provides temporal variations for warehouse demands, however, the data provided is limited between the hours of 8:00 AM and 1:00 PM only. Based on a comparison between the temporal variations for LUC 150 Warehousing and LUC 701 Office, it was determined that the parking demand for LUC 701 Office (in a suburban area) is comparable to that of a warehouse use. As such, the temporal variation for LUC 701 Office was used for the parking analysis. Based on these data, the highest parking demand times (over 90% occupancy) occur between the hours of 9:00 AM and 5:00 PM. As such, the warehouse use is complementary to the other uses on the site which tend to peak after 5:00 PM. It should be noted that no weekend data is available for this use, as it is assumed that minimal activity occurs during those times. Parking Count Summary Detailed results of the parking counts are provided in Tables 1, 2, and 3 of the October 2018 Parking Memorandum prepared by VHB. Key findings are summarized below: 36 Arlington Street Site (GymIT) Based on the parking counts conducted by Vanasse Associates (VAI) between 8:00 AM and 6:00 PM on a weekday and 10:00 AM and 6:00 PM on a Saturday: • Average parking demand both on weekdays and Saturdays was observed to be 55 spaces, or 66-percent of the supply. • The maximum parking demand on -site on a weekday occurred at 5:00 PM with approximately 84-percent of the spaces occupied. • The maximum parking demand on a Saturday was observed at 11:00 AM with approximately 98-percent of the spaces occupied. • It should also be noted that up to 8 parking spaces located in the front lot were observed to be occupied by non -gym patrons during the weekday; primarily UPS employees. • During the 5:00 to 6:00 PM peak parking hour, 5 vehicles associated with UPS were observed at the front lot. z Parking Generation, 4" Edition, Institute of Transportation Engineers, Washington D.C., 2010. \\mawatr\TS\13802.00 Arlington St Watertown\docs\memos\Supplmental Parking Memorandum_October_ec.docx Ref: 13802.00 October 25, 2018 Page 4 It should be noted that GYMIT operators have recently enforced their parking lot use regarding non -patrons, as such, UPS employees no longer park on the GYMIT premises. • Throughout most of the day the parking supply is substantially underutilized. Residence Inn Site Detailed results of the parking counts conducted at the Residence Inn are provided in Table 2 of the October 5tb Parking Memorandum prepared by VHB. However, key findings of the counts conducted by VHB between 4:00 PM and 7:00 PM on a weekday, and between 10:00 AM and 2:00 PM on a Saturday are summarized below: • As shown in Table 2, the peak parking demand was observed to be 72 spaces on weekdays and 73 spaces on Saturdays, or 61 percent of the supply, respectively. • Of the 72 occupied spaces on a weekday, 33 were used by gym patrons, while only 6 out of the 73 occupied spaces on Saturday were associated with the gym. • According to data provided by the Residence Inn, the hotel was 100% full during the weekday parking observations and at 89% on Saturday. Therefore, the parking occupancies presented represent the parking demand for when the hotel is at or near capacity. • During peak parking periods of the count, with GymIT customers parking on the hotel site along with guests, there were approximately 47 unoccupied parking spaces. This demonstrates that the hotel parking supply is more than adequate, even with GymIT parking presence as allowed in the two properties easement agreement. Dollar Tree Projected Parking Demand Details of the parking counts conducted at three (3) eastern Massachusetts Dollar Stores is provided in Table 3 of the October 2018 Parking Memorandum prepared by VHB. However key findings of the counts are presented below: As shown in Table 3, the peak parking demand for the Dollar Store was observed to be 23 spaces on weekdays and 20 spaces on Saturdays, respectively. • Average parking shown in Table 3 of the October 5, 2018 VHB Parking Memorandum was 16 vehicles on a weekday and 20 on a Saturday Warehouse Details of the parking projections made for the Warehouse use are outlined in Table 4 of the October 5, 2018 Parking Memorandum. Key aspects of the findings are provided below: As can be seen in Table 4, the estimated peak parking demand for the proposed warehouse space would be 6 spaces which occurs mid -morning. • The parking demand becomes less in later afternoon, particularly after 4:00 PM. • Range of parking needed during the day 2 to 6 spaces \\mawatr\TS\13802.00 Arlington St Watertown\docs\memos\Supplmental Parking Memorandum_October_ec.docx Ref: 13802.00 October 25, 2018 Page 5 • Warehouse is a complimentary use on site from a parking perspective as most utilization will occur during mid- morning to mid -afternoon when the GymIT and retail uses would be minor. Supplemental Parking Count To supplement that parking counts that had been completed, VHB conducted a supplemental parking count on Wednesday October 241b, 2018 between the hours of 6:00 PM and 8:00 PM at both the GymIT and Residence Inn Hotel sites. An engineer was onsite and assessed the parking occupancy by walking the parking lot every 30 minutes between 6:00 PM and 8:00 PM. Of particular note was the presence of a food truck on the hotel site during the entire count period. The results of the counts are summarized in Table 1 below: Table 1 Supplemental Parking Count Time GymIT Site (83 Parking Residence Inn Site (119 Spaces) Parking Spaces 6:00 PM 71 occupied 37 occupied 6:30 PM 75 occupied 41 occupied 7:00 PM 68 occupied 42 occupied 7:30 PM 67 occupied 43 occupied 8:00 PM 58 occupied 37 occupied As demonstrated in Table 1, both the GymIT site or the Residence Inn Site's parking demands were well below the capacity during the entire 6:00 PM - 8:00 PM time frame. In fact, the range of parking availability at the GymIT site ranged from 8 to 25 spaces available during the period of review. As you would expect, the counts at the GymIT site show parking demand decreasing over the count period. The availability of parking at the hotel ranged from 76 spaces to 82 spaces available over the count period. The availability of parking is significant on the hotel property and this is with GymIT patrons currently using parking in the easement and the presence of a food truck. As a result to the counts conducted, it is clear that continuing to allow shared parking (30 spaces) on the hotel site for GymIT patrons, during the hours specified in the easement, will not create a hardship for the hotel use. Findings The project includes the addition to the GymIT Site's parking capacity of 30 shared parking spaces located on the adjacent Hotel Site; and a tenant/use mix for the GymIT Site consisting of: 1) GymIT; Health & Fitness facility; \\mawatr\TS\13802.00 Arlington St Watertown\docs\memos\Supplmental Parking Memorandum_October_ec.docx Ref: 13802.00 October 25, 2018 Page 6 approximately 22,000 sf, 2) Boston Sports Therapy, approximately 600 sf, 3) A generic Specialty Retail use, approximately 10,000 sf, and 4) Generic Warehouse Use, approximately 12,000 sf. Based on the parking assessments for each site, 36 Arlington Street (GymIT) and 570 Arsenal Street (Residence Inn), it is apparent that parking demand is variable. However, parking is significantly underutilized at the GymIT site during most hours of the day. Parking demand increase for a short period late afternoon/early evening and during the late morning period on a Saturday. During the peak periods of parking demand at GymIT site, the Residence Inn parking demand is moderate with ample spaces available as demonstrated, even with GymIT customers currently occupying spaces on site. During the critical weekday period, there were approximately 47 parking spaces available on the hotel site. As you would expect, the parking demand on the hotel site does increase somewhat between the hours of 6:00 PM - 8:00 PM time frame, but at no time during the counts conducted did the parking demand at the hotel site exceed 73 spaces. This means at the peak of the hotel parking counts there were at least 46 spaces available, this is with GymIT patrons currently using designated parking spaces. Assessing the parking demands for the future while considering the existing parking demand identified by the counts indicates that ample parking is available for the project provided the 30 spaces on the Residence Inn are available during the hours outlined in the easement and counted in the GymIT parking supply for that period. In addition, the counts show that the hotel parking demand will easily allow the use of 30 parking spaces during the periods outlined in the easement agreement without any hardship. As demonstrated in Table 5 of the October 5tb 2018 Parking Memorandum prepared by VHB, at 5:00 PM, the busiest time for the combined uses proposed for the site, the available parking supply would be able to accommodate the projected parking demand. Throughout most hours of the day the parking supply will be substantially underutilized. To ensure that all parking is accommodated on -site, a parking management plan will be in place if the parking demand exceeds the current capacity, which is not expected. The parking management plan will consist of the presence of a parking attendant or valet parking with vehicle staging. A general outline of such a plan is provided in the October 5, 2018 Parking Memorandum prepared by VHB. \\mawatr\TS\13802.00 Arlington St Watertown\docs\memos\Supplmental Parking Memorandum_October_ec.docx Ref: 13802.00 October 25, 2018 Page 7 Appendix \\mawatr\TS\13802.00 Arlington St Watertown\docs\memos\Supplmental Parking Memorandum_October_ec.docx \\vhlh\proj\Wat—TS\13802.00 Arlington St Watertown\cad\ld\Planset\13802.00—LM — with Parking Easement.dwg OS ARLINGTON STREET V s 101 Walnut Street PO Box 9151 Watertown, MA 02471 617.924.1770 NOTES: 36 ARLINGTON STREET PARKING LAYOUT BASED ON PLAN BY VHB TITLED PARKING RESTRIPING PLAN DATED OCTOBER 5, 2018 0 10 20 40 Feet 36 Arlington Street LLC Shared Parking Plan 570 Arsenal Steeet (Hotel Site) 36 Arlington Street (Gymlt Site) Watertown, Massachusetts No. Revision Date Appvd. Designed by Checked by SJ H KFS Issued for Date Special Permit October 5, 2018 Not Approved for Construction O F M4ss9C�G KAREN F. o STAFFIER =' CIVIL o No.45865 s�0NA� blf666'7-�#", 20/s/2012 Drawing Number CM1 Sheet of 1 1 Project Number 13802.00 J EASEMENT AGREEMENT 2014 Bk: 1427 Pg: 142 Cert#: 252921 Doc: EASE 06/18/2014 02:36 PM THIS EASEMENT AGREEMENT (this "Agreement") is made as of this 22nd day of May, 2014 (the "Effective Date"), by and among BP WATERTOWN HOTEL, LLC, Massachusetts limited ' liability company (`BP Watertown"), SURREY ROAD, Massachusetts limited liability company ("Surrey Road"), and 36 ARLINGTON STREET LLC, a Massachusetts limited liability company ("36 Arlington") (each of BP Watertown, Surrey Road, and 36 Arlington is sometimes hereinafter referred to as an "Interest Holder", which term shall also include all successors in title to any Lot (as hereinafter defined)). RECITALS: A. BP Watertown is the current owner of certain real property located at and commonly ��� known as 570 Arsenal Street, Watertown, Massachusetts (as more particularly described on Exhibit A -� CO attached hereto and incorporated herein by this reference, the `BP Watertown Lot"). B. Surrey Road is the current owner of certain real property located contiguous to the BP Watertown Lot and commonly known" 36 Arlington Street, Watertown, Massachusetts (as more particularly described on Exhibit B attached hereto and incorporated herein by this reference, the "Surrey Road Lot") (each of the BP Watertown Lot and the Surrey Road Lot is sometimes hereinafter referred to, individually, as a "Lot", and collectively, as the "Lot(s)"). C. 36 Arlington is the lessee of the entire Surrey Road Lot under a lease dated October 11, 2012 by and between Surrey Road, as lessor, and 36 Arlington, as lessee (the "36 Arlington Lease"), notice of which lease is recorded with the Middlesex South District Registry of Deeds in Book 60570, Page 104. D. It is currently contemplated that the BP Watertown Lot will be developed as a hotel, including open parking areas (the `BP Watertown Lot Project"). E. BP Watertown wishes to improve the parking and the access to the parking associated with the BP Watertown Lot Project through the use of a portion of the Surrey Road Lot that is contiguous to the BP Watertown Lot, F. Surrey Road wishes to improve the access to the parking on the Surrey Road Lot. G. Surrey Road wishes to use a portion of the parking area to be constructed on the BP Watertown Lot for parking for the use of patrons of businesses operated on the Surrey Road Lot by 36 Arlington or its lessees, and their respective successors. H. Surrey Road and 36 Arlington have agreed to grant an easement in favor of BP Watertown in order to enable BP Watertown to improve and thereafter to use a portion of the Surrey Road Lot for accessway and parking purposes, and BP Watertown accepts such easement, pursuant to the terms and provisions of this Agreement. I. BP Watertown has agreed to grant an easement in favor of Surrey Road in order to enable patrons of businesses operated on the Surrey Road Lot to use a portion of the parking area to be constructed on the BP Watertown Lot, and Surrey Road accepts such easement, pursuant to the terms and provisions of this Agreement. J. BP Watertown has agreed to make certain improvements to the existing parking area on the Surrey Road Lot, pursuant to the terms and provisions of this Agreement. AGREEMENTS NOW, THEREFORE, for and in consideration of the mutual covenants and agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, BP Watertown, Surrey Road, and 36 Arlington each hereby covenant and agree as follows: l . Incorporation of Recitals. The Recitals to this Agreement are incorporated into the body of this Agreement to the same extent as if they had been repeated in full in the body of this Agreement. 2. Grant of Easement by Surrey Road to BP Watertown (a) Grant of Easement. Surrey Road hereby grants to BP Watertown, as appurtenant to the BP Watertown Lot, a perpetual exclusive right and easement (the `BP Watertow asement") over that portion of the Surrey Road Lot more particularly described on Exhibit C attached hereto and incorporated herein by this reference (the `BP Watertown Easement Area") for the purposes of constructing, using, maintaining, repairing, adding to, improving, and replacing a retaining wall and a paved surface for the parking and/or transit of vehicles and pedestrians, including, without limitation, the right to change the grade of the BP Watertown Easement Area from time to time and to install subsurface and surface drainage and utility systems and appurtenances. 36 Arlington hereby consents to and authorizes the grant of the BP Watertown Easement and the exercise by BP Watertown of the rights herein granted to it by Surrey Road. Each of Surrey Road and 36 Arlington acknowledge and agree that from and after the Effective Date of this Agreement, no improvement shall be constructed or installed beneath, within or upon the BP Watertown Easement Area by any party other than BP Watertown except to the extent such improvement has been previously approved in writing by BP Watertown, which approval shall not be unreasonably withheld, conditioned, or delayed. (b) Improvements to the BP Watertown Easement Area. BP Watertown shall, at its sole expense (including any and all costs, expenses or risks, whether presently known or unknown), perform improvements to the BP Watertown Easement Area, specifically including regrading the same, construction of a retaining wall and related improvements, including pavement, to facilitate the development of the BP Watertown Lot, and construction of a stairway connecting the BP Watertown Easement Area to the remainder of the Surrey Road Lot (collectively, the `BP Watertown Easement Area Improvements"). Prior to commencing work on the BP Watertown Easement Area Improvements, BP Watertown shall (i) obtain the written approval of Surrey Road and 36 Arlington to construction plans and specifications (including grading and layout drawings and a soil management plan comparable to the one to be employed in connection with the construction of the BP Watertown Lot Project) with respect to the BP Watertown Easement Area Improvements, which approvals shall not be unreasonably withheld, conditioned, or delayed; and (ii) at BP Watertown's expense, obtain all permits, approvals, inspections, and certificates required by any applicable laws, ordinances, codes, rules, regulations or orders (collectively, "Legal Requirements") for the construction of the BP Watertown Easement Area Improvements. The retaining wall shall be constructed using the system described in Exhibit D attached hereto and incorporated herein by this reference. All work performed in connection with the BP Watertown Easement Area Improvements (whether within the bounds of the BP Watertown Easement Area or as otherwise required by the approved plans and specifications for the BP Watertown Easement Area Improvements (e.g., the stairway)) shall be performed in a good and workmanlike manner, and in accordance with the plans and specifications therefor as approved by Surrey Road and 36 Arlington and the requisite governmental authorities. Surrey Road and 36 Arlington shall each have the right to attend construction jobsite meetings relating to the construction of the BP Watertown Easement Area Improvements, and to receive minutes of such jobsite meetings to the extent the same are prepared. Surrey Road and 36 Arlington shall have the right to review and approve (which approval shall not be unreasonably withheld, delayed or conditioned) all shop drawings and change orders prepared and submitted in connection with the construction of the BP Watertown Easement Area Improvements, provided that for purposes of maintaining the pace of construction, Surrey Road and 36 Arlington shall each be deemed to have approved each such submission five (5) business days after submission of the same to it, respectively, unless Surrey Road or 36 Arlington (as the case may be) provides written notice of its disapproval of the same, together with a reasonably detailed statement of the reasons therefor, to BP Watertown within such 5-business day period. Upon completion of the construction of the BP Watertown Easement Area Improvements, BP Watertown, at its sole expense, shall obtain all inspections and approvals required by applicable Legal Requirements. (c) Construction and Construction Escrow. BP Watertown shall construct the BP Watertown Easement Area Improvements as part of, and at the same time as, the construction of the BP Watertown Lot Project, and shall include the BP Watertown Easement Area Improvements in the building permit application for the BP Watertown Lot Project. BP Watertown shall commence construction promptly after issuance of that building permit and shall thereafter pursue such construction diligently to completion so as to complete construction of the BP Watertown Easement Area Improvements within two (2) years after the Effective Date of this Agreement. Prior to the commencement of construction of the BP Watertown Easement Area Improvements, BP Watertown shall cause to be escrowed with a title insurance company or other entity selected by Surrey Road and reasonably acceptable to BP Watertown (the "Escrow Agent") the sum of One Hundred Thousand ($100,000.00) Dollars (the "Construction Escrow Funds") to secure the obligation of BP Watertown to construct the BP Watertown Easement Area Improvements in accordance with the provisions of this Agreement. Upon substantial completion of both the BP Watertown Easement Area Improvements and the "Surrey Road Lot Additional Parking" (as defined in Section 4 below) in accordance with the provisions of this Agreement, as evidenced by (a) a certificate from the engineer for the BP Watertown Lot Project, and (b) a sworn affidavit of completion and acknowledgement of payment in full with respect to the BP Watertown Easement Area Improvements and the Surrey Road Lot Additional Parking from the general contractor and each of the subcontractors who performed work on either the BP Watertown Easement Area Improvements or the Surrey Road Lot Additional Parking , all in form and content reasonably acceptable to Surrey Road, the entire amount of the Construction Escrow Funds shall be released to BP Watertown. In the event that construction of the BP Watertown Easement Area Improvements is not completed within two (2) years after the Effective Date of this Agreement (other than by reason of the acts or omissions of Surrey Road or 36 Arlington), Surrey Road shall have the right to use all or any portion of the Construction Escrow Funds for the payment of the actual and reasonable out of pocket costs incurred by Surrey Road in completing such construction (and the Escrow Agent shall be authorized to release the applicable amount of the Construction Escrow Funds to Surrey Road for such purposes), with the remainder of the Construction Escrow Funds to be released to BP Watertown upon such completion. In the event that the amount of the Construction Escrow Funds is insufficient to cover the actual and reasonable out of pocket costs incurred by Surrey Road in completing such construction, together with the actual and reasonable out of pocket costs incurred by Surrey Road in obtaining reimbursement from the Construction Escrow Funds and/or BP Watertown, then BP Watertown shall be liable to Surrey Road for the amount of such deficiency. (d) Maintenance of the BP Watertown Easement Area and the BP Watertown Easement Area Improvements. From and after the Effective Date of this Agreement until construction of the BP Watertown Easement Area Improvements commences, the BP Watertown Easement Area shall be maintained by Surrey Road and 36 Arlington in its current condition, at the sole cost and expense of each of them, in keeping with previous practice. Following commencement of construction of the BP Watertown Easement Area Improvements, BP Watertown shall be responsible for all maintenance of the BP Watertown Easement Area, at the sole cost and expense of BP Watertown. (e) Subordination of 36 Arlington Lease. 36 Arlington hereby subordinates the 36 Arlington Lease and all of its right, title and interest thereto and thereunder, to this Agreement, with the same force and effect as if this Agreement had been executed, acknowledged and recorded prior to the execution of the 36 Arlington Lease and the recording of the notice of lease relating thereto. (f) Sole Risk. All automobiles and personal property therein located from time to time within the BP Watertown Easement Area shall be at the sole risk of the owner thereof, and neither BP Watertown, Surrey Road nor 36 Arlington shall under any circumstances be responsible for any loss or damage to the same. Neither BP Watertown, Surrey Road nor 36 Arlington shall have any responsibility to provide, or any liability for any failure to provide, security in connection with the use of the BP Watertown Easement Area by persons entitled thereto. Grant of Easement by BP Watertown to Surrey Road. (a) Grant of Easement. BP Watertown hereby grants to Surrey Road, as appurtenant to the Surrey Road Lot, a non-exclusive right and easement (the "Surrey Road Easement') on the terms and conditions set forth in this Agreement, for the "Term" (as hereinafter defined), for the use by invitees and patrons of business operated from time to time on the Surrey Road Lot (collectively, "Permitted Users"), at no cost, to park passenger vehicles while such persons are patronizing a business operated on the Surrey Road Lot, and for no other purpose (the "Permitted Use"); provided, however, that neither Surrey Road nor any tenant, licensee, or occupant of any portion of the Surrey Road Lot, nor any patron or invitee of any business operated on the Surrey Road Lot shall make any use of the Surrey Road Easement Area for any of the following uses (collectively, the "Prohibited Uses"): (i) parking by employees of any business operated on the Surrey Road Lot, (ii) parking by patrons of any restaurant, other food service business, night club, bar, bowling alley, or other entertainment venue (such as a cinema) operated on any portion of the Surrey Road Lot from time to time, or (iii) parking of vehicles other than passenger vehicles. Simultaneously with the execution and delivery of this Agreement, 36 Arlington and Surrey Road shall enter into a separate written addendum to the 36 Arlington Lease relating to the use of the parking spaces within the Surrey Road Easement. Successor lessees of the Surrey Road Lot and/or the improvements from time to time thereon will be required to enter into a written lease or lease addendum with Surrey Road for the right to use the parking spaces within the Surrey Road Easement. All such lease addendums or other written agreements relating to the use of the parking spaces in the Surrey Road Easement shall be consistent with, and subject and subordinate to, the terms of this Agreement. The term of the Surrey Road Easement (the "Term") shall commence on the Effective Date of this Agreement and shall continue thereafter for so long as not less than fifteen thousand (15,000) square feet of gross floor area of the building(s) then situated upon the Surrey Road Lot are operated as a fitness center or gymnasium (such use, the "Fitness Facility"), unless sooner terminated as herein provided; provided, however, that for so long as this Agreement is in effect, in no event shall the Term be terminated pursuant to this Agreement unless and until (i) less than fifteen thousand (15,000) square feet of gross floor area of the building(s) then situated upon the Surrey Road Lot are being operated as a fitness center or gymnasium and BP Watertown gives written notice of such circumstance to Surrey Road, and (ii) Surrey Road fails to cure such condition within one hundred eighty (180) days after such written notice is given by BP Watertown. By way of clarification, all members of a Fitness Facility operated on the Surrey Road Lot shall be deemed to be "Permitted Users" for purposes of this Agreement. (b) Surrey Road Easement Area. The Surrey Road Fasement shall cover that portion of the BP Watertown Lot more particularly described on Exhibit E aft -ached hereto and incorporated herein by this reference (the "Surrey Road Easement Area"), subject to relocation from time to time by BP Watertown, in its sole and absolute discretion, of the whole or any portion of the Surrey Road Easement Area to other portions of the BP Watertown Lot (which may include garage parking or on - grade parking) such that at all times the Surrey Road Easement Area includes not less than thirty (30) parking spaces. Any such relocation shall require at least thirty (30) days' prior written notice to Surrey Road. (c) Use of Surrey Road Easement Area. Permitted Users shall have the right to use (i) thirty (30) parking spaces within the Surrey Road Easement Area for the Permitted Use during the "Peak Usage Period", and (ii) up to thirty (30) parking spaces within the Surrey Road Easement Area for the Permitted Use during the "Space Available Period" (as each such term is defined hereinbelow), for a period of no greater than two (2) hours per day per invitee or patron (the "Daily Limit"), and at no other times whatsoever. BP Watertown hereby reserves the right to (a) designate a specific area within the Surrey Road Easement Area for use by Permitted Users for the Permitted Use, if the Surrey Road Easement Area encompasses more than thirty (30) parking spaces, (b) require that each Permitted User's vehicle display a tag or other identifier enabling BP Watertown to identify vehicles of Permitted Users visually, and (c) require the owner or operator of the Fitness Facility to use a valet service to manage the use of the Surrey Road Easement Area by Permitted Users for the Permitted Use (the "Valet Option"). Surrey Road shall, at its sole cost, (i) obtain and maintain in full force and effect all licenses, permits, approvals and consents required by the provisions of any applicable Legal Requirements for the use of the Surrey Road Easement Area by Permitted Users for the Permitted Use; and (ii) comply with all applicable Legal Requirements and the provisions of all insurance policies applicable to the BP Watertown Lot or to any portion thereof or to the use thereof by Permitted Users. BP Watertown shall have the right to cause to be towed off of the BP Watertown Lot (including, without limitation, from within the Surrey Road Easement Area), at the sole cost and expense of the vehicle owner and without any liability to such vehicle owner, Surrey Road, 36 Arlington, GymIt of Watertown LLC, or any other person or entity whatsoever, any vehicle which is parked thereon in violation of the provisions of this Agreement. Surrey Road shall not cause, or permit the maintenance by any Permitted User, of any public or private nuisance on the BP Watertown Lot; or do or permit anything to be done by any Permitted User which may disturb the quiet enjoyment of any other occupant of the BP Watertown Lot or otherwise interfere with the operation of any business being conducted from time to time on the BP Watertown Lot. For the purposes of this Agreement, the term "Peak Usage Period," shall mean Monday through Saturday, 3:00 p.m. to 8:00 p.m., and the term "Space Available Period," shall mean Monday through Sunday, 6:00 a.m, to 3:00 p.m. and 8:00 p.m. to 9:30 p.m. During any Space Available Period, Permitted Users may use the Surrey Road Easement Area solely to the extent parking is available therein from time to time and BP Watertown shall have no liability for failure to provide any parking within the Surrey Road Easement Area during any Space Available Period. (d) Sole Risk. All automobiles and personal property therein of Permitted Users located from time to time within the Surrey Road Easement Area shall be at the sole risk of the owner thereof, and neither BP Watertown, Surrey Road nor 36 Arlington shall under any circumstances be responsible for any loss or damage to the same. Neither BP Watertown, Surrey Road nor 36 Arlington shall have any responsibility to provide, or liability for any failure to provide, security in connection with the use of the Surrey Road Easement Area by Permitted Users (e) Use of Fitness Facility. In consideration of the grant of the Surrey Road Easement, Surrey Road and 36 Arlington, on behalf of themselves and all current and future lessees of all or any portion of the building(s) from time to time on the Surrey Road Lot, hereby agree that throughout the Term, all overnight guests at the hotel to be located upon the BP Watertown Lot shall have the right to use the Fitness Facility during its hours of operation at no cost to BP Watertown or to any such guest. BP Watertown and the operator of the Fitness Facility shall cooperate to design and implement a system by which the operator of the Fitness Facility can verify the identity of overnight hotel guests. Hotel guests may be required by the operator of the Fitness Facility to sign a liability waiver typically required by such operator to be signed by all users of the Fitness Facility. (f) Valet Option. In the event BP Watertown elects to operate the Surrey Road Easement Area under the Valet Option (as defined in Section 3(c) above), all fees and expenses associated with the Valet Option shall be allocated equally between Surrey Road and BP Watertown (such payment, the "Valet Reimbursement"). The Valet Reimbursement shall be payable by Surrey Road to BP Watertown within thirty (30) days of BP Watertown's invoice therefor to Surrey Road. (g) Failure to Complete Construction. In the event that BP Watertown has not substantially completed construction of the BP Watertown Easement Area Improvements and the Surrey Road Lot Additional Parking (as described in Section 2(c) above) within two (2) years after the Effective Date of this Agreement (other than by reason of the acts or omissions of any of the other Interest Holders), then commencing on the day after the expiration of such 2-year period, BP Watertown shall pay to Surrey Road the sum of Three Thousand ($3,000.00) Dollars per month until the substantial completion of both the BP Watertown Easement Area Improvements and the Surrey Road Lot Additional Parking. 4. Additional Parking on Surrey Road Lot. As part of the consideration for the grant of the BP Watertown Easement, BP Watertown shall, at its sole expense, as part of, and at the same time as, the construction of the BP Watertown Lot Project, construct on the Surrey Road Lot, for the benefit of Surrey Road and 36 Arlington, an expansion of the existing parking area on the Surrey Road Lot (the "Surre Road Lot Additional Parking") within the portion of the Surrey Road Lot shown on Exhibit F attached hereto and incorporated herein by this reference (the "Surrey Road Lot Additional Parking Area"). BP Watertown shall commence such construction promptly after issuance of the building permit for the BP Watertown Lot Project and shall thereafter pursue such construction diligently to completion so as to complete construction of the Surrey Road Lot Additional Parking within two (2) years after the Effective Date of this Agreement. Prior to commencing work on the Surrey Road Lot Additional Parking, BP Watertown shall (i) obtain the written approval of Surrey Road and 36 Arlington to construction plans and specifications (including grading and layout drawings) with respect to the Surrey Road Lot Additional Parking, which approvals shall not be unreasonably withheld, conditioned, or delayed; and (ii) at BP Watertown's expense, obtain all permits, approvals, inspections, and certificates required by any applicable Legal Requirements for the construction of the Surrey Road Lot Additional Parking. Surrey Road and 36 Arlington shall provide such temporary construction easement rights with respect to the Surrey Road Lot Additional Parking Area and appurtenant areas as are reasonably required for storage and laydown of materials and equipment in connection with such work, together with such rights of access and egress to and from the Surrey Road Lot Additional Parking Area, as BP Watertown or its contractors may require in connection with the construction of the Surrey Road Lot Additional Parking. The construction of the Surrey Road Lot Additional Parking shall be performed in a good and workmanlike manner, and in accordance with the plans and specifications therefor as approved by Surrey Road and 36 Arlington and the requisite governmental authorities. Upon completion of the Surrey Road Lot Additional Parking, BP Watertown, at its sole expense, shall obtain all inspections and approvals required by Applicable Legal Requirements. Following completion of construction of the Surrey Road Lot Additional Parking, Surrey Road and 36 Arlington shall be solely responsible for the payment and performance of all maintenance, repair and replacement of all or any portion of the Surrey Road Lot Additional Parking, and BP Watertown shall have no responsibility or obligation in connection therewith. 5. Mortgagee Protections. This Agreement shall be superior to, and shall never be subject or subordinated to, any mortgage hereafter granted with respect to either the Surrey Road Lot or the BP Watertown Lot. Surrey Road hereby agrees to promptly obtain an instrument in recordable form executed by the holder of each mortgage on the Surrey Road Lot which is outstanding of record as of the Effective Date of this Agreement and is superior to this Agreement, in form and content reasonably acceptable to BP Watertown, pursuant to which the holder of such mortgage subordinates the lien of its mortgage to the provisions of this Agreement. BP Watertown hereby agrees to promptly obtain an instrument in recordable form executed by the holder of each mortgage on the BP Watertown Lot which is outstanding of record as of the Effective Date of this Agreement and is superior to this Agreement, in form and content reasonably acceptable to Surrey Road, pursuant to which the holder of such mortgage subordinates the lien of its mortgage to the provisions of this Agreement. No mortgagee of any Lot shall be liable for any sum due hereunder, or for the performance of any obligation of an Interest Holder hereunder, for the period prior to the date that such mortgagee acquires title to the applicable Lot. 6. Indemnification. Each Interest Holder (the "Indemnitor") shall indemnify, defend and hold each of the other Interest Holders, and the members, managers, officers, directors, agents, employees, invitees, mortgagees and the successors and assigns of each of them (collectively, the "Indemnified Parties") harmless from and against any claim, liability, loss, damage, penalty, fine, forfeiture, demand, cause of action, suit, judgment, cost, and expense (including, but not limited to,. reasonable attorneys' fees and costs of litigation) actually incurred (collectively, the foregoing, "Claims", and individually, a "Claim"), relating to or arising out of any accident, injury, loss, death or damage of or to any person or property occurring in, on, or about an. easement area hereinabove described, to the extent caused by (A) the acts, omissions, or negligence of the Indemnitor or any party f6r whom the Indemnitor is legally responsible, or (B) any default under, or breach of, this Agreement by the Indemnitor or any party for whom the Indemnitor is legally responsible; provided, however, that the foregoing obligations shall in no event apply to the extent to which any Claim is caused by (A) the acts, omissions, or negligence of any Indemnified Party or any party for whom an Indemnified Party is legally responsible, or (B) any default under, or breach of, this Agreement by any Indemnified Party or any party for whom any Indemnified Party is legally responsible. In the event a Claim arises hereunder and such Claim is entitled to indemnification hereunder, either the Indemnitor or its insurance provider shall control the defense of such Claim using counsel reasonably acceptable to each of the other Interest Holders. Each of the other Interest Holders may also elect to retain its own representation in connection with any Claim; provided, however, such representation shall be at the sole expense of such Interest Holder. Neither the Indemnitor nor its insurer may settle any Claim without the written consent of each of the other Interest Holders, not to be unreasonably withheld, conditioned, or delayed; provided, however, no settlement hereunder may subject any of the other Interest Holders to continuing liability or oversight (including without limitation pursuant to a consent decree). Insurance. (a) Not later than the date on which BP Watertown commences construction on the BP Watertown Easement Area of the BP Watertown Easement Area Improvements, BP Watertown shall purchase and maintain adequate insurance coverage for the benefit of Surrey Road and 36 Arlington, which coverages shall meet the following minimum requirements: (i) Commercial General Liability Insurance with combined single limit coverage for bodily injury and property damage liability in a minimum amount of $1,000,000 per occurrence, $2,000,000 aggregate, naming Surrey Road and 36 Arlington as additional insureds. Coverage shall be written on an occurrence basis and shall include but not be limited to: products and completed operations hazard, contractual liability covering this Agreement, personal injury damage, property damage, and coverage for the so-called "x, c, u hazards", i.e., collapse of buildings, blasting, and damage to underground property. (ii) Massachusetts Worker's Compensation insurance in compliance with applicable Legal Requirements, and Employer's Liability Insurance with limits of not less than $1,000,000 per occurrence for all persons to be employed by BP Watertown. (iii) Automobile Liability Insurance covering all owned, non -owned and hired vehicles, including without limitation, with limits of not less than $1,000,000 combined single limit for bodily injury and property damage liability, naming Surrey Road and 36 Arlington as additional insureds. Such coverage shall be written on a per accident basis. (iv) Umbrella Liability coverage, providing excess coverage over the above - named primary policies. Coverage shall be written on an occurrence basis with limits of not less than $5,000,000 combined single limit, subject to increase based upon construction activities affecting the Lots, naming Surrey Road and 36 Arlington as additional insureds. . The coverage provided by the policy shall afford coverage that is no less broad than the underlying policies. BP Watertown shall require its general contractor for the BP Watertown Lot Project and the sitework subcontractor performing the BP Watertown Easement Area Improvements to carry the above - referenced insurance coverages as well, naming Surrey Road and 36 Arlington as additional insureds as provided above. Each mortgagee of the Surrey Road Lot for which Surrey Road has provided to BP Watertown the name, address and recording information for its respective mortgage, shall be named as an additional insured on the foregoing insurance policies (other than the worker's compensation policy). BP Watertown shall deliver an insurance certificate to Surrey Road not later than the date on which BP Watertown commences construction on the BP Watertown Easement Area of the BP Watertown Easement Area Improvements, and thereafter no less than thirty (30) days prior to each policy's expiration. Each insurance policy shall provide that it shall not be cancelled without at least thirty (30) days' prior written notice to each additional insured thereunder. BP Watertown shall provide to Surrey Road upon request a copy of any insurance policy required to be maintained by BP Watertown hereunder, certified by BP Watertown's insurance broker to be a true and complete copy thereof, including all endorsements. All insurance maintained by BP Watertown hereunder with respect to the BP Watertown Easement Area shall provide that insurance for the benefit of each of Surrey Road and 36 Arlington shall be primary and non-contributory. (b) Surrey Road shall purchase and maintain the following insurance coverage for the benefit of BP Watertown: (i) Commercial General Liability Insurance with combined single limit coverage for bodily injury and property damage liability in a minimum amount of $1,000,000 per occurrence, $2,000,000 aggregate, naming BP Watertown as an additional insured. Coverage shall be written on an occurrence basis and shall include but not be limited to: products and completed operations hazard, contractual liability covering this Agreement, personal injury damage, property damage, and coverage for the so-called "x, c, u hazards", i.e., collapse of buildings, blasting, and damage to underground property. (ii) Massachusetts Worker's Compensation insurance in compliance with applicable Legal Requirements, and Employer's Liability Insurance with limits of not less than $1,000,000 per occurrence for all persons to be employed by Surrey Road. (iii) Automobile Liability Insurance covering all owned, non -owned and hired vehicles, including without limitation, with limits of not less than $1,000,000 combined single limit for bodily injury and property damage liability, naming BP Watertown as an additional insured. Such coverage shall be written on a per accident basis. (iv) Umbrella Liability coverage, providing excess coverage over the above - named primary policies. Coverage shall be written on an occurrence basis with limits of not less than $5,000,000 combined single limit, subject to increase based upon construction activities affecting the Lots naming BP Watertown as an additional insured. The coverage provided by the policy shall afford coverage that is no less broad than the underlying policies. Each mortgagee of the BP Watertown Lot for which BP Watertown has provided to Surrey Road the name, address and recording information for its respective mortgage, shall be named as an additional insured on the foregoing insurance policies (other than the worker's compensation policy). Surrey Road shall deliver an insurance certificate to BP Watertown prior to, and as a condition to, the commencement of the Term, and thereafter no less than thirty (30) days prior to each policy's expiration. Each insurance policy shall provide that it shall not be cancelled without at least thirty (30) days' prior written notice to each additional insured thereunder. Surrey Road shall provide to BP Watertown upon request a copy of any insurance policy required to be maintained by Surrey Road hereunder, certified by Surrey Road's insurance broker to be a true and complete copy thereof, including all endorsements. All insurance maintained by Surrey Road hereunder with respect to the Surrey Road Easement Area shall provide that insurance for the benefit of each of BP Watertown shall be primary and non-contributory. (c) At least once during every five (5) calendar year period commencing on the Effective Date of this Agreement, the Interest Holders shall review the insurance limits set forth in the preceding provisions of this Section 7 and shall increase such limits to those then typically required by institutional lenders in connection with mortgage loans on properties similar, respectively, to the properties with respect to which such insurance is required to be provided hereunder and located in the vicinity of the Lots. (d) All property insurance carried by each Interest Holder shall, to the extent to which the same is available on commercially reasonable terms, include a clause or endorsement denying to the insurer rights of subrogation against the other Interest Holders to the extent rights have been waived by the insured thereunder prior to occurrence of the injury or loss. Each Interest Holder, notwithstanding any provisions of this Agreement to the contrary, hereby waives any rights of recovery against the other Interest Holders for injury or loss due to hazards covered by such insurance to the extent of the proceeds actually received thereunder and subject to a reasonable deductible thereunder. 8. Successors and AssignsBindin Nature. ature. As used herein, the terms `BP Watertown," "Surrey Road", and "36 Arlington" shall include their respective successors, assigns, and successors in title to their respective Lots (or portions thereof or interests therein), where the context so permits. The provisions contained herein shall be covenants running with the land, and shall be binding upon and inure to the benefit of those, respectively, claiming title to or interests in any Lot or any portion thereof. The rights and easements herein granted shall be appurtenant to and for the sole benefit of the Interest Holders and their respective Lots and shall not be appurtenant to or inure to the benefit of any other property which may be hereafter acquired by any Interest Holder. Intentionally Deleted. 10. Termination Rights. (a) BP Watertown shall pursue diligently and in good faith the issuance of a Special Permit/Site Plan approval required for the construction of the BP Watertown Lot Project, the BP Watertown Easement Area Improvements, and the Surrey Road Lot Additional Parking (the "Zoning Relief'). In the event that the Zoning Relief has not issued (without regard to whether any appeals therefrom have been timely commenced) within one (1) year after the Effective Date of this Agreement, this Agreement may be terminated within thirty (30) days thereafter by either BP Watertown or Surrey Road by written notice given to each of the other Interest Holders in accordance with the provisions of Section 12 below. In addition, in the event that the Zoning Relief has issued within such 12-month period but as of the end of such 12-month period either (x) not all of the applicable appeal periods from such issuance have expired with no appeal having been taken, or (y) one or more appeals have been so taken, then BP Watertown shall have the right to terminate this Agreement within thirty (30) days after the first to occur of (1) the expiration of all applicable appeal periods with no appeal of the Zoning Relief having been timely commenced, or (2) if one or more appeals have been so commenced, the final resolution of the last such appeal either by final settlement or by final non -appealable decision of a court of competent jurisdiction), by written notice given to each of the other Interest Holders in accordance with the provisions of Section 12 below. As a condition to the effectiveness of any termination pursuant to this Section 10(a), a copy of such notice of termination, together with evidence of its delivery or tender for delivery to each of the other Interest Holders, shall be duly recorded with the Middlesex South District Registry of Deeds. Such termination shall .be without recourse or further obligation of any party hereto to any other party. (b) In the event that at any time during the Term (i) less than fifteen thousand (15,000) square feet of gross floor area of the building(s) then situated upon the Surrey Road Lot are being operated as a fitness center or gymnasium and BP Watertown gives written notice of such circumstance (a "Notice of Intent to Terminate") to Surrey Road, and (ii) Surrey Road fails to cure such condition within one hundred eighty (180) days after such Notice of Intent to Terminate is given by BP Watertown, then BP Watertown shall have the right to terminate the Term with respect to the Surrey Road Easement by written notice given to each of the other Interest Holders in accordance with the provisions of Section 12 below, provided that (i) such Notice of Intent to Terminate shall provide that if such condition is cured within such 180-day period following the giving of such Notice of Intent to Terminate by BP Watertown to Surrey Road, then such Notice of Intent to Terminate shall be null and void and of no force and effect, and (ii) as a condition to the effectiveness of such termination, a copy of such Notice of Intent to Terminate, together with evidence of its delivery or tender for delivery to Surrey Road and a sworn statement by BP Watertown that such condition was not cured by Surrey Road within the 180-day cure period provided in such Notice of Intent to Terminate, is duly recorded with the Middlesex South 10 District Registry of Deeds after the expiration of the 180-day cure period following the giving of such Notice of Intent to Terminate. 11. No Personal Liability. Each of BP Watertown, Surrey Road and 36 Arlington shall look solely to the then -equity interest in the BP Watertown Lot or the Surrey Road Lot, as applicable, for recovery of any judgment from such Interest Holder; it being specifically agreed that neither BP Watertown, Surrey Road, 36 Arlington, nor any successor in interest to any of them, nor any member, officer, director, member, manager, shareholder, trustee, or beneficiary of any of the foregoing, shall ever be personally liable for any such judgment, or for the payment of any monetary obligation to any Interest Holder or any such third party. The covenants of each of BP Watertown, Surrey Road and 36 Arlington contained herein shall be binding upon each of them and their respective successors only with respect to breaches occurring during the period such party maintains an interest in such Lot, whether attributable to ownership or a leasehold interest. In no event shall BP Watertown, Surrey Road, 36 Arlington, or any member, officer, director, member, manager, shareholder, beneficiary, trustee, agent, contractor, subcontractor, employee, invitee, mortgagee or any successor or assign of any of them be liable for any indirect, consequential or punitive damages, including loss of profits or business opportunity, arising under or in connection with this Agreement, the BP Watertown Easement Area, the Surrey Road Easement Area, the Surrey Road Lot Additional Parking Area, or any other matter arising out of or resulting therefrom. 12. Notice. Unless otherwise specified, all notices, consents, approvals and demands hereunder shall be in writing and shall be deemed delivered (i) if delivered by hand, when actually received by the Interest Holder to whom it is addressed, or (ii) if sent by recognized overnight courier, the next business day following deposit with such courier; or (iii) if sent by the U.S. Postal Service, certified mail, return receipt requested, postage prepaid and addressed as specified below, on the earlier of (a) the third business day following the mailing thereof, or (b) the business day it is received or first tendered for delivery. All such notices, consents, approval and demands shall be addressed as follows: To BP Watertown: % Boylston Properties Company, Inc. 800 Boylston Street, Suite No. 1390 Boston, Massachusetts 02199 Ann.: Mark Deschenes With copies to: Sherin and Lodgen LLP 101 Federal Street Boston, Massachusetts 02110 Attn.: Peter Friedenberg, Esq. To Surrey Road: Surrey Road LLC c/o Saracen Properties 41 Seyon Street Waltham, Massachusetts 02453 Attn.: Ted Saraceno With a copy to: Stephen M. Winnick, Esq. Winnick & Sullivan LLP 134 Main Street Watertown, Massachusetts 02472 To 36 Arlington: 36 Arlington Street LLC c/o Healthworks 137 Newbury Street, 51h Floor Boston, Massachusetts 02116 Attn.: Mark Harrington, CEO With a copy to: John C. Thomson, Esq. 9 Thoreau Circle Beverly, Massachusetts 01915 Any Interest Holder may specify any changes to address for purposes of this Agreement by written notice given in the manner provided above. 13. Authorization. Each of BP Watertown, Surrey Road, and 36 Arlington represents that it has taken all necessary actions to enter into this Agreement and that the person signing below has been authorized to do so on its behalf. 14. Choice of Law. This Agreement has been made in, and shall be construed under and governed by the laws of, the Commonwealth of Massachusetts, notwithstanding any countervailing choice of law principles that might otherwise apply. Each Interest Holder agrees to commence any action arising hereunder in the Business Division, Superior Court Department of the Trial Court, Suffolk County, unless requirements of jurisdiction or venue require resort to a different forum; provided, however, that in no event may resort be had to a court outside the Commonwealth of Massachusetts, Suffolk County. The provisions of this Section do not limit the ability of any Interest Holder to intervene in any action, wherever pending, to which the other is a party. 15. Headings and Interpretations. The headings used herein are for reference and convenience only and shall not be a factor in the interpretation of this Agreement. All terms contained herein shall be construed, whenever the context of this Agreement so requires, so that the singular number shall include the plural, and the plural the singular, and the use of any gender shall include all gender. 16. Final Expression. The terms of this Agreement are intended by the Interest Holders as a final expression of their agreement and such terms may not be contradicted by evidence of any prior agreement or contemporaneous oral agreement. No extrinsic evidence may be introduced in any dispute concerning this Agreement. This Agreement may not be amended, modified, or terminated except by a written instrument duly executed by all of the Interest Holders and joined in by the holders of all mortgages or deeds of trust of record on each of the Lots. No representations or warranties, whether express or implied, with respect to any of the Lots or any other matter related to the subject matter of this Agreement have been made by any Interest Holder to any other Interest Holder. 17. Waiver, Consent. The obligations and conditions imposed by this Agreement can be waived only by written agreement. Failure of an Interest Holder to complain of any act or omission by any other Interest Holder, no matter how long the same may continue, shall not be deemed to be a waiver of any rights hereunder. The waiver of any breach of these conditions shall not be construed to be a continuing waiver of any subsequent breach. The consent by an Interest Holder to one action given on one occasion shall not be deemed a consent to the same action on another occasion 18. No Agency. Nothing in this Agreement shall be construed for any purpose to create an agency, partnership or joint venture relationship among BP Watertown, Surrey Road and 36 Arlington. 12 19. No Third -Party Beneficiaries. This Agreement is not intended, nor shall it be construed, to create any third party beneficiary rights in any person or entity who is not an Interest Holder hereunder. 20. Severability. If any provision of this Agreement, or the application thereof to any person or circumstance shall, to any extent, be found by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each other term or provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law. 21. Counterparts and Originals. This Agreement 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 Agreement shall be executed, and each shall be deemed an original. 22_ Further Assurances. Each Interest Holder hereby agrees to execute, acknowledge and deliver such further assurances and amendments hereto as may from time to time be reasonably requested by the remaining Interest Holders in order to better assure the rights and obligations herein created. 23. No Merger. In the event that any Interest Holder shall hold title to more than one of the Lots at any time, there shall be no merger for any purpose under this Agreement and this Agreement shall survive unless and until all parties then having an interest in the ownership of all of the Lots shall join in a written instrument effecting such merger and termination of this Agreement and shall duly record and file for registration the same. 24. Attorneys' Fees. In any suit brought pursuant to the terms of this Agreement or to enforce any of the provisions hereof, the losing Interest Holder shall pay to the prevailing Interest Holder(s) all reasonable expenses and court costs, including attorneys' fees, incurred by the prevailing Interest Holder(s); and an Interest Holder shall be considered a "prevailing Interest Holder" if. (i) it initiated the litigation and substantially obtains the relief it sought, either through a judgment or the losing Interest Holder's voluntary action before trial or judgment; (ii) the other Interest Holder initiated the litigation and withdraws its action without substantially obtaining the relief it sought; or (iii) it did not initiate the litigation but asserted a counterclaim therein and substantially obtains the relief it sought therein. 25. Default. All amounts not paid when due hereunder shall bear interest at the lesser of twelve (12%) per annum or the highest rate of interest from time to time allowed by applicable law. 26. [Signature page follows.] 13 [Signature Page of BP Watertown] IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed by the signatures of their duly authorized representatives as of the day and year first above written. BP WATERTOWN: BP WATERTOWN HOTEL, LLC By: ( I — t1 11 P s� li:l ', Ek- COMMONVE TH OF MASSACHUSETTS COUNTY OF On this P day of IPAIIL 2014, before me, the undersigned notary public, personally appeared W, (l t ems) h C 01 f U—of BP Watertown Hotel, LLC, proved to me through satisfactory evidence of identification, w ich was t yL /16 /'9 <'Y'\. , to be the person whose name is signed on the preceding or attached document, and acknowledged to me that he/she signed it voluntarily for its stated purpose. Notary Public My Commission expires: CHRISSIE KOCHANSKI Not® Public C04MONWEALTH OF MASSACHUSMS My Commission Expires February 15, 2019 14 (Signature Page of Surrey Road) SURREY ROAD: SURREY ROAD LLC By: t Name: G� Title: COMMONWEALTH OF MASSACHUSETTS ) COUNTY OF On this 3d day of 014, before me, the undersigned notary public, personally appeared �-uz-i t— SAK"tsw", of Surrey Road LLC, proved to me through satisfactory evidence of identification, which was Dt«srs C'cF"" , to be the person whose name is signed on the preceding or attached document, and acknowledged to me that he/she signed it voluntarily for its stated purpose. Notary Public My Commission expires: -Ft & (3 CIIRLET��Ci. TAAI•Mr1AN ��ubric MAIDaNAWns * ca mfts�cn E,m ut 13.2015 15 [Signature Page of 36 Arlington] 36 36 By: N Name: \kR lZ U tll.tt A i W6,N V, "Title: V 91 COMMONWEALTH OF MASSACHUSETTS ) COUNTY OF ) n thisc "day of 2014, before me, the undersigned notary public, personally appeared (`C of 36 Arlington Street LLC, proved to me through satisfactory evidence of identification, which wa np —to be the person whose name is signed on the preceding or attached document, anA acknowledged to me that he/she signed it voluntarily for it tated purpose. Notary Public CAROLE A. STOUT Notary Public My Commission expir p S My Commission Expires March 5, 2021 CONSENT AND JOINDER OF CYMIT JOINDER GymIt of Watertown LLC, a Massachusetts limited liability company ("Gymit"), lessee of a portion of the building currently situated on the Surrey Road Lot pursuant to a lease dated as of March 14, 2013 by and between 36 Arlington, as lessor, and GymIt, as lessee, notice of which lease is recorded with the Middlesex South District Registry of Deeds at Book 61617, Page 561, pursuant to which lease a Fitness Facility is currently operated on the Surrey Road Lot, hereby consents to, joins in, and agrees to be bound by and to have the benefit of the provisions of the foregoing Agreement. GYMIT OF W T TOWN LLC By: Name: 'C u*&� O w Title: -}o�y Si I>rtA / COMMONWEALTH OF MASSACHUSETTS COUNTY OF rn n thi*,'r&4h day of 2014, before me, the undersigned notary public, personally appeared of Gymlt of WIteltown LLC, proved tome through satisfactory evi ence of identification, which wa to be the person whose name is signed on the preceding or attached document, anA acknowledged to me that he/she signed it voluntarily for its stated purpose. Nota ublic & CAROLE A. STOUT My Commission exp Qr not" Public T.FFiUF-�liW�$EtT$ ,fission Expires ch 5, 2021 EXHIBIT A TO EASEMENT AGREEMENT DESCRIPTION OF BP WATERTOWN LOT LOT H AND LOT J Two certain parcels of land with the buildings and other improvements thereon situated in Watertown, Middlesex County, Massachusetts, together bounded and described as follows: SOUTHERLY by Arsenal Street, as shown on a plan hereinafter mentioned, two hundred fifty-nine and 501100 (259.50) feet; SOUTHWESTERLY by the curved intersection of Arsenal Street and Elm Street as shown on said plan, twenty-six and 83/100 (26.83) feet; WESTERLY by Elm Street as shown on said plan, one hundred thirty-nine and 19/100 (139.19) feet; NORTHERLY by Lots G and F by two lines as shown on said plan measuring two hundred ten and 64/100 (210.64) feet and one hundred six and 94/100 (106.94) feet, each respectively; and EASTERLY by land now or formerly of John H. and Elizabeth A. Anderson as shown on said plan, one hundred fifty-one and 14/100 (151.14) feet. Being shown as Lot H and Lot J on a plan entitled "Plan of Land in Watertown, Mass. belonging to the Akron Rubber Co." dated June 6, 1945, by C. W. Coffin, Surveyor, duly recorded with the Middlesex South District Registry of Deeds at Book 6875, Page 388. LOT B That certain parcel of land with the buildings and other improvements thereon situated in Watertown, Middlesex County, Massachusetts, bounded and described as follows: SOUTHERLY by Arsenal Street, eighty feet; WESTERLY by Lot A as shown on plan hereinafter mentioned, one hundred and 1 forty feet; NORTHERLY by land now or formerly of Cannella Santangelo et al., eighty feet; and EASTERLY by Lots D and C on said plan, one hundred and forty feet. Said parcel is shown as Lot B on said plan (Plan No. 19746A), All of said boundaries are shown on a plan, filed in the Land Registration Office, a copy of a portion of which is filed in the Registry of Deeds for the South Registry District of Middlesex County in Registration Book 383, Page 389, with Certificate 60671. LOT E A certain parcel of land, with the buildings and improvements thereon, situated in the Town of Watertown, Middlesex County, Massachusetts, bounded and described as follows: Being Lot E on a plan entitled "Plan of Land in Watertown, Mass. belonging to John H. and Elizabeth A. Anderson," dated December 20, 1944, made by C. W. Coffin, Surveyor, recorded with Middlesex South District Registry of Deeds on May 7, 1945, recorded at Book 6854, Page 116, and bounded: NORTHEASTERLY by Arlington Street, seventy-six and 18/100 (76.18) feet; SOUTHEASTERLY by Lot D on said plan, thirty-two and 93/100 (32.93) feet; SOUTHERLY by Lots B and A on said plan, one hundred seventy-three and 56/100 (173.56) feet; WESTERLY as shown on said plan, ten and 99/100 (10.99) feet; and NORTHWESTERLY as shown on said plan by two lines, fifty-nine and 03/100 (59.03) feet and one hundred twenty-one and 43/100 (121.43) feet; said Westerly and Northwesterly lines being by land now or formerly of the East Watertown Realty Company. For title see Deed from Charles River East, Inc., dated as of December 7, 2012, recorded with the Middlesex South Registry of Deeds in Book 60722, Page 586, and filed with the Middlesex South Registry District of the Land Court as Document No. 1624819. For title to the portions of the foregoing land to which title is registered, see Certificate of Title No. 252931. EXHIBIT B TO TO EASEMENT AGREEMENT DESCRIPTION OF SURREY ROAD LOT PARCELI: That certain parcel of land with the buildings and other improvements thereon situated in Watertown, Middlesex County, Massachusetts, bounded and described as follows: EASTERLY: by Arlington Street as shown on a plan hereinafter mentioned, three hundred seventeen and 57/100 (317.57) feet; SOUTHERLY: by land now or formerly of Anderson, as shown on said plan, by two lines measuring one hundred twenty-one and 43/100 (121.43) feet, and fifty- nine and 03/100 (59.03) feet, respectively; SOUTHERLY: again by Lot J, as shown on said plan, one hundred six and 94/100 (106.94) feet; WESTERLY: by Lot G, as shown on said plan, two hundred sixty and 22/100 (260.22) feet; NORTHERLY: by Lot K, as shown on said plan, one hundred seventy-one and 51/100 (171.51) feet. Containing 64,677 square feet of land, according to said plan. The foregoing premises include Lot F, as shown on a plan entitled "Plan of Land in Watertown, Mass. belonging to The Akron Rubber Co." dated June 6, 1945 by C.W. Coffin, Surv., duly recorded in Middlesex South District Registry of Deeds, Book 6875, Page 388. There is also included a one-half, undivided, interest in Lot K on said plan, said Lot K being bounded and described as follows: EASTERLY: by Arlington Street, as shown on said plan, twenty and 04/100 (20.04) feet; SOUTHERLY: by Lot F, as shown on said plan, one hundred seventy-one and 51/100 (171.51) feet; WESTERLY: by Lot G, as shown on said plan, twenty and 77/100 (20.77) feet; NORTHERLY: by Lot D, as shown on said plan, one hundred sixty-four and 72/100 (164,72) feet. Containing 3,362 square feet of land, according to said plan. Together with the right to use said Lot "K" being shown as Right of Way on said plan, throughout its entire length and width in common with others having like rights therein. PARCEL 2: A one-half undivided interest in and to that certain parcel of land situate in Watertown, in the County of Middlesex and said Commonwealth, and shown as "Lot K Right of Way" on a plan entitled, "PIan of Land in Watertown, Massachusetts belonging to The Akron Rubber Company", C.W. Coffin, Surveyor, dated June 6, 1945 recorded with said Registry of Deeds in Book 6875, Page 388, bounded and described as follows: Beginning at a stone bound at the southeasterly corner of Lot "D", being the land of the B.F. Goodrich Company, as shown on said plan, Thence running southeasterly by said Arlington Street, twenty and 04/100 (20.04) feet to a point at the northwesterly corner of Lot "F"; Thence turning and running southwesterly one hundred seventy-one and 51/100 (171.51) feet by said Lot "F" to a point in the easterly line of Lot "G"; Thence turning and running at an inside angle of 74 degrees, 22'30" and running northerly by said Lot "G" twenty and 77/100 (20.77) feet; Thence turning and running northeasterly by said Lot "D" one hundred sixty-four and 72/100 (164.72) feet to the point of beginning. Said parcel containing 3,362 square feet of land more or less. For title, see deed of Dominic J. Saracen a/k/a Domenic J. Saraceno dated January 21, 2005 and recorded with Middlesex South District Registry of Deeds in Book 44591, Page 579. EXHIBIT C TO EASEMENT AGREEMENT DESCRIPTION OF BP WATERTOWN EASEMENT AREA [see attached pages] a APPROXIMATE BP WATERTOWN EASEMENT AREA: ± 4,000—SF--\ Now or Formerly 2J ELM STREET TRUST BOOK 16459. PACE 445 PARCEL ID 12J6 4G L 0 20 40 Feet Formerly SURREY ROAD LLC C BOOK 44591, PAGE 579 Exhibit C Arsenal Street Hotel 570 Arsenal Street Watertown, Massachusetts June 2, 2014 EXHIBIT D TO EASEMENT AGREEMENT DESCRIPTION OF RETAINING WALL CONSTRUCTION SYSTEM [see attached pages] 866-222-8400 2o1-237-9; 00 231-237-Y521 fax www.rcdi-rock.corn infuiR'redi-rnr k.corn 054B1 Sourh US 31 Charlevoix, Michigan 49720 The Essence of Nnlruxt! Roca' SPECIFICATION FOR REDl-ROCK' 28" SERIES WALL SYSTEM PART]: GENERAL 1.1 Scope Work includes furnishing and installing concrete retaining wall units to the lines and grades designated on the construction drawings and as specified herein. 1.2 Reference Standards ASTM C94 Ready -Mixed Concrete ASTM C1372 Segmental Retaining Wall Units 1.3 Delivery, Storage, and Handling A. Contractor shall check the materials upon delivery to assure proper material has been received. B. Contractor shall prevent excessive mud, wet cement and like materials from coming in contact with the SRW units. C. Contractor shall protect the materials from damage: Damaged material shall not be incorporated in the project. PART 2: MATERIALS 2.1 Wall Units A. Wall units shall be Redi-Rock' as produced by a licensed manufacturer. B. Wall units shall be made with Ready -Mixed concrete in accordance with ASTM C94, latest . .,i. rntt,...,:.,..,.U. ' 28 "Day Compressive Climate Air Content Strength, pM Slump* Negligible 11/2%-4%% 4000 5"f1 %" Moderate 3%-6% 4000 5" tl '/" Severe 4%:%-7'/:% 4000 5" tl W' *Higher slumps are allowed if achieved by use of appropriate admixtures. Notwithstanding anything stated above, all material used in the wall units must meet applicable ASTM and local requirements for exterior concrete. NNW .. C. Exterior block dimensions shall be uniform and consistent. Maximum dimensional deviations shall be 1% excluding the architectural surface. Maximum width (face to back) deviation including the architectural surface shall be 1.0 inch. D. Exposed face shall be finished as specified. Other surfaces to be smooth form type. Dime -size bug holes on the block face may be patched and/or shake -on color stain can be used to blend into the remainder of the block face. 21 Leveling Pad and Free Draining Backfill A. Leveling pad shall be crushed stone. See detail sheet defining Leveling Pad options for drain placement in the bottom of the foundation leveling pad. B. Free Draining Backfill material shall be washed stone and shall be placed to a minimum of I' width behind the back of the wall and shall extend vertically from the Leveling Pad to an elevation 4" below the top of wall. C. Backfill material shall be approved by the geotechnical engineer. Site excavated soils may be used if approved unless otherwise specified in the drawings. Unsuitable soils with a PL>6, organic soils and frost susceptible soils shall not be used within a I to I influence area. SPECIFICATION FOR REDI-ROCK`"' 28" SERIES WALL SYSTEM D. Non -woven geotextile cloth shall be placed between the Free Draining Backfill and retained soil ifrequired. E. Where additional fill is needed, Contractor shall submit sample and specifications to the Engineer for approval. 23 Drainage A. Internal and external drainage shall be evaluated by the Professional Engineer who is responsible for the final wall design. 2.4 Geogrid Connection (Type ]AT) A. Fiberglass rod used in the Type IAT Geo-Grid connection shall be 7/16" diameter. Only fiberglass rod obtained from an authorized Redi- Rocka dealer shall be used_ PART 3: CONSTRUCTION OF WALL SYSTEM 3.1 Excavation A. Contractor shall excavate to the lines and grades shown on the construction drawings. 3.2 Foundation Soil Preparation A. Native foundation soil shall be compacted to 95% of standard proctor or 90% of modified proctor prior to placement of the Leveling Pad material. B. In -situ foundation soil shall be examined by the Engineer to ensure that the actual foundation soil strength meets or exceeds assumed design strength. Soil not meeting the required strength shall be removed and replaced with acceptable, compacted material. 3.3 Leveling Pad Placement A. Leveling Pad shall be placed as shown on the construction drawings. B. Leveling Pad shall be placed on undisturbed native soils or suitable replacements fills. C. Leveling Pad shall be compacted to 95% of standard proctor or 90% of modified proctor to ensure a level, hard surface on which to place the first course blocks. Pad shall be constructed to the proper elevation to ensure the final elevation shown on the plans. D. Leveling Pad shall have a 6 inch minimum depth for walls under 8 feet in height and a 12 inch minimum depth for walls over 8 feet. Pad dimensions shall extend beyond the blocks in all directions to a distance at least equal to the depth of the pad or as designed by Engineer. E. For steps and pavers, a minimum of 1" - 1 ''/2" of free draining sand shall be screeded smooth to act as a placement bed for the steps or pavers. 3.4 Unit Installation A. The first course of wall units shall be placed on the prepared Leveling Pad with the aesthetic surface facing out and the front edges tight together. All units shall be checked for level and alignment as they are placed. B. Ensure that units are in full contact with Leveling Pad. Proper care shall be taken to develop straight lines and smooth curves on base course as per wall layout. C. The backfill in front and back of entire base row shall be placed and compacted to firmly lock them in place. Check all units again for level and alignment. All excess material shall be swept from top of units. D. Install next course of wall units on top of base row. Position blocks to be offset from seams of blocks below. Blocks shall be placed fully forward so knob and groove are engaged. Check each block for proper alignment and level. Backfill to 12 inch width behind block with Free Draining Backfill. Spread backfill in uniform lifts not exceeding 9 inches. Employ methods using lightweight compaction equipment that will not disrupt the stability or batter of the wall. Hand - operated plate compaction equipment shall be used around the block and within 3 feet of the wall to achieve consolidation. Compact backfill to 95% of standard proctor (ASTM D 698, AASHTO T- 99) density within 2% of its optimum moisture content. E. Install each subsequent course in like manner. Repeat procedure to the extent of wall height. F. Allowable construction tolerance at the wall face is 2. degrees vertically and I inch in 10 feet horizontally. G. All walls shall be installed in accordance with local building codes and requirements. 3.5 Geogrid Installation A. See Wall Installation instructions. PART 4: AVAILABILITY Redi-RockiO International 05481 South US-31, Charlevoix, MI 49720 1-866-222-8400 www.redi-rock.com info@redi-rock.com MODULAR CONCRETE FACING UNITS — \ PROVIDE FENCE WHERE WALL HEIGHT EXCEEDS 4 FEET �— UNDERDRAIN (SLOPE TO DRAIN) LEVELING PAD COMPACTED SUBGRADE Note: DETAIL PROVIDED FOR GENERAL INFORMATION ONLY. STAMPED FINAL DESIGN OF MODULAR WALL SYSTEM TO BE PROVIDED BY WALL MANUFACTURER BASED ON GEOTECHNICAL ENGINEERS RECOMMENDATIONS. Modular Retaining Wall 6/08 N.T.S. Source: VHB REV LD_.750 EXHIBIT E TO EASEMENT AGREEMENT DESCRIPTION OF SURREY ROAD EASEMENT AREA [see attached pages] Fl k%mawald\LD%12666.00W,ad1ldkPlanset\Easement -pq 570 ARSENAL STREET PLAN 486 OF 1945, Ex— tN 0 20 40 Feet Legend: � -'A 0 EASEMENT ..el"Now � Fody BOUNDARY LINE SURREY ROAD LLC BOOK 44591, PAGE $79 PARCEL ID 12J6 JF SOS t.4 6,- p 570 ARSEN STREET W723-W 1.94.�, LOT E 16 0, SURREY ROAD EASEMENT AREA o 510 ARSENAL STREET LCC 119746-A LOT A -7---11'�---1;—r. P, pfi�m 570 ARSENAL STREET LCC 119746-A LOT 8 70'± L -H 0 % 7 525 ARSENAL STREET LCC 119746-A, Vanasse Hangen Brustlin. Inc. Exhibit E June 2, 2014 Arsenal Street Hotel 570 Arsenal Street Watertown, Massachusetts EXHIBIT F TO EASEMENT AGREEMENT DESCRIPTION OF SURREY ROAD LOT ADDITIONAL PARKING AREA [see attached pages] *TOTAL PARKING SPACES = 122* Parkin S.—.,y Cb.n_ BOYLSTON PROPERTIES AFPR010 A RO % 23 ea STRUT MUST m SMUT 2� 1 `9 PT STRUT 7 "IX SM 4R!k* STRUT -- 610 ARSE44 S� . .............. . . HOW liakvdopam 7. UFA V: ..'yy �C.) 1'.11. 673 4-9 9 Southern Middlesex L6HU COURT Reyistry District RECEIVED FOR P[ozxTnoTI0N On." Jun 18,2014 at 02'36P Document Fee 75.00 Receipt Total: $375.00 NOTED ON: CERT 252931 BK 01427 PG 142 ALSO NOTED ON: Fy drD A rD r O n roaq N 7 < rD a J � ~ A N ul N F+ V N n O i� ro 2 ji I K Ol T O 7 � G) 3 B 3Al r 7Aug O p FJ pang Npa9i D rD a �p " 2 v JjJ/ V 01 -C S8 r ` v\ O o 0 A 1 A rD W fl % 2 rD t La K 0 T O 7• L) �G e0-r G1 3 �1 (� 3 K r ICD n C. 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