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HomeMy WebLinkAbout2014-05-13 Board of Selectmen PacketDRAFT - BOARD OF SELECTMEN AGENDAS 2014 Staff simae 5/8/2014 Responsibility Start time Department Heads strategy session Retreat Sam -lpm Office Hour Marsie West 6:30 Certificate Roland Vazquez - Reading Symphony 7:15 Proclamation Walk Reading Weekend 7:20 Proclamation National Public Works Week 7:25 HEARING Liquor License transfer - The Wine Shop 7:30 Reading Housing Authority - AHTF 7:45 Approval of LIP Refinance — 261 Salem Street 8:00 Development & Traffic /Safety Workshop 8:15 Approval of Easement Agreement for Bus Shelter at 25 Walkers Brook Drive Development update Delios Bike & Pedestrian Plan Wilson Complete Streets Policy Wilson South Main Street DIET Delios Downtown Parking Rules & Regulations Cormier May 27, 2014 Officer Badge Pinning Cormier 7:20 HEARING Approve Classification & Compensation Roberts 7:30 Town Forest Committee Zager 7:40 Lyme Disease mitigation strategy Clay 8:00 Review Regionalization efforts 8:15 Approve Regional Health Agreement Delios Veterans Delios Assessors Santaniello Approve outdoor dining for D'Amici's Bakery, 614 Main Street 8:55 Approve outdoor dining for Orange Leaf, 610 Main Street Planning for BOS Appointed Boards, Committees & Commissions Workshop Arena 9:00 June 10, 2014 Office Hour John Arena 6:30 Sunnyside/Fairview stop sign 7:20 Town Counsel Interviews Arena 7:45 Charter Committee - BOS input LeLacheur 9:30 June 24, 2014 Town Accountant Report Angstrom 7:30 Appoint Town Counsel Arena 7:45 Appointments of BCCs VASC 8:00 Preview FY16 Town Manager Goals 9:00 EXECUTIVE SESSION To discuss strategy with respect to collective bargaining LeLacheur 9:30 July 15, 2014 WORKSHOP Office Hour John Halsey 6:30 Reading Little League - requested field changes 7:30 Zoning Workshop 8:00 Zoning Advisory Committee West Zoning Advisory Committee - BOS input LeLacheur July 29, 2014 Review FY15 Town Manager Goals Town Manager Evaluation Finalize FY16 Town Manager Goals July 30, 2014 Financial Forum I August 19, 2014 Office Hour Kevin Sexton 6:30 September 2, 2014 6:30 September 10, 2014 Financial Forum 11 September 16, 2014 Close Warrant for Subsequent Town Meeting 7:30 Private/Public Road discussion 8:00 September 30, 2014 WORKSHOP Town Accountant Report Angstrom 7 :30 Discuss Remote Participation Policy LeLacheur 7:45 Enterprise Funds Workshop 8:00 Water LeLacheur Sewer LeLacheur Storm Water LeLacheur October 14, 2014 `. Office Hour Marsie West 6:30 Tax Classification preview Santaniello 7:30 Vote TM Warrant Articles 8:00 October 28, 2014 HEARING Tax Classification Board of Assessors 7:30 October 29, 2014 Financial Forum III M_ November 4, 2014 Office Hour Jo,- :. _rena Review FY16 Town Manager Goals Subsequent Town Meeting November 10, 2014 Monday Town Meeting November 13, 2014 Thursday Town Meeting November 17, 2014 Monday Town Meeting November 20, 2014 Thursday November 25, 2014 John Halsey 77 Approve licenses December 9, 2014 ice Hour Kc- - , December 23, 2014 Future Agendas Strout Avenue Master Plan (after Town Forest planning work is done) Feudo Technology Tpdate Furilla Recurring Items Close Town Meeting Warrants by Sep 23/Nov by Mar 3 /April Review BOS/TM Goals Mar -July -Dec Tri -ann Review Customer Service survey results Feb & Aug Semi -ann Review Regionalization efforts June Annual Appointments of BCCs June Annual Approve Classification & Compensation June Annual Appoint Town Counsel June Annual Tax Classification Hearing October Annual Approve licenses December Annual Reports to BOS Town Accountant Report Qtrly RCTV members Report Semi -ann CAB (RMLD) member Report Semi -ann MAPC member Report Semi -ann BOS Appointed Boards, Committees & Commissions NEW Annual Reading Housing Authority Report Annual Reading Ice Arena Report Annual o� OFRFgoi Mai-sic West He H zo�0 office of the Town Manager Certificate Roland Vazquez - Reading Symphony 16 Lowell Street Inc V. Reading, MA 01867 To: Board of Selectmen From: Robert W. LeLacheur, Jr. CFA Date: May 8, 2014 RE: May 13th agenda items 781 - 942 -9043 townmanager@ci.reading.ma.us www.readingma.gov/town-manager A lot of next week's discussion items will be visual presentations not included easily in this weekend packet. Below is the agenda for next Tuesday: Office Hour Mai-sic West 6:30 Certificate Roland Vazquez - Reading Symphony 7:15 Proclamation Walk Reading Weekend 7:20 Proclamation National Public Works Week 7:25 HEARING Liquor License transfer - The Wine Shop 7:30 Reading Housing Authority - AHTF 7:45 Approval of LIP Refinance — 261 Salem Street 8:00 Development & Traffic /Safety Workshop 8:15 Approval of Easement Agreement for Bus Shelter at 25 Walkers Brook Drive Development update Delios Bike & Pedestrian Plan Wilson Complete Streets Policy Wilson South Main Street DIET Delios Downtown Parking Rules & Re ulations lCornrier During public comment, one or more members of the Board of Health will be in to briefly discuss their recent decision to restrict tobacco sales to those 21+ years of age. I mentioned that a Health division update was scheduled for your next meeting on May 27th, but they preferred to attend sooner. Todd Brooks will be in to request a liquor license transfer, as he is purchasing The Wine Shop at 676 Main Street. This transfer would be for the balance of the calendar year, subject to renewal next December. Lyn Whyte, Executive Director of the Reading Housing Authority, will be in to describe an opportunity to use a small portion of the Affordable Housing Trust Fund. Last week Town Meeting extended their approval to the AHTF so any funding request must be voted by a joint meeting of the Selectmen and the Reading Housing Authority's Board. The current balance in the AHTF is about $260,000. As approved by the joint Boards last fall, about $175,000 of additional funding will be added to the AHTF over the next five years in lieu of units from Artis Senior Living (on the former Eric's Greenhouse location). We have a request for a refinancing for an affordable unit on Salem Street that requires action from the Selectmen, as a formality. Development and Traffic /Safety Workshop To finish the agenda we have tucked several related items together under the heading "Development and Traffic /Safety update ". For the past several years, an overturned grocery cart has served as a marker for the bus stop at the corner of New Crossing and Walker's Brook. Those that use the public transportation in the area have huddled near this cart during inclement weather. Not exactly the ideal gateway to Reading welcome. For the past two years the Town (Engineering) has been in negotiations with Stop and Shop as well as Mark Dickinson to put up a covered bus shelter to replace that grocery cart. Less than a month ago I asked Assistant Town Manager Jean Delios to step in and solve the stalled negotiations - a seemingly impossible feat - and tonight I'm very happy to present to the Board an Easement Agreement to sign that has been approved by Town Counsel as well as the land owner and tenant. We'll be preparing the site with a small retaining wall, and the bus shelter (currently sitting in the DPW yard) should be in place shortly afterwards. Jean Delios will follow with a broad update on development activities around town. Included will be several commercial projects on Main Street and Walker's Brook Drive, as well as an update on the Library building project. If the Board is interested in more details about the latter, I suggest that you attend the CPDC meeting on May 19`h (the Board will be posted in case of a quorum). Community Development Administrator Jessie Wilson will then present an update to a bike & pedestrian plan that the Board has seen previously. Please see you packet for extensive details as complied by Town staff and the MAPC. A portion of this discussion will center on a possible South Main Street DIET, which is listed as a separate agenda item to make sure the public sees it. I know there has been some interest in the community on what is being proposed. Please note that the proposal is only that — an opening round of discussion. Presently Federal funding is available for a certain brand of roadway projects — such as the SMS DIET - however the Selectmen as the Road Commissioners retain ultimate local control. Finally Chief Jim Cormier will lead a brief overview and discussion of "Downtown Parking ". This is meant to be the opening of a dialogue with the community, and not a problem solving session. I have met with several local business owners, and their requests range from 15- minute parking to 4 -hour parking. I have told them that the May 13`h meeting will simply be to start the conversation and to establish a future schedule of public meetings to have extensive dialogue on the topic. Given the development update news about the M.F. Charles building covered earlier, this seemed the appropriate time for the downtown parking discussion to begin. SELECTMEN'S LIAISON ASSIGNMENTS DRAFT as of May 10, 2014 BOS liaisons Administrative Services ➢ Board of Selectmen Ensminger & - Volunteer Appointment Subcommittee VASC ➢ School Department Arena & - School Committee - Regional School District Ensminger ➢ Municipal Light Department West - RMLD Board of Commissioners - RMLD Citizen's Advisory Board ➢ Bylaw Committee Arena ➢ Finance Committee Arena & West ➢ Ad hoc Charter Committee Arena ➢ Moderator ➢ Rules Committee ➢ Board of Registrars ➢ Constables ➢ RCTV Board of Directors Ensminger ➢ Reading Ice Arena Authority Halsey Community Services ➢ Ad hoc Zoning Advisory Committee West ➢ Community Planning and Development Commission (CPDC) Arena & ➢ North Suburban Planning Council (NSPC) & Metropolitan Sexton Area Planning Council (MAPC) ➢ Economic Development Committee ➢ Zoning Board of Appeals ➢ Reading Housing Authority Ensminger & ➢ Council on Aging & Mystic Valley Elder Services Sexton ➢ Board of Health Halsey ➢ Conservation Commission Arena ➢ Climate Advisory Committee ➢ Historical Commission Ensminger ➢ West Street Historical Commission ➢ Recreation Committee Halsey ➢ Fall Street Faire Committee ➢ Walkable Reading ➢ Celebration Committee Finance ➢ ➢ Audit Committee Retirement Board West ➢ Board of Assessors Ensmin er ➢ ➢ Commissioners of Trust Funds Veterans Memorial Trust Fund Committee West Public Safety ➢ Fire Department Ensmin er ➢ ➢ ➢ Police Department Animal Controls Appeal Committee Human Relations Advisory Committee HRAC Ensminger ➢ Coalition Against Substance Abuse (RCASA) Halsey Public Works ➢ ➢ Board of Cemetery Trustees Custodian of Soldiers & Sailors Graves Kevin #2 Sexton ➢ MWRA Halsey ➢ Trails Committee Halsey ➢ Town Forest Committee Halsey Public Library ➢ ➢ ➢ Library Board of Trustees Library Building Committee Cultural Council West Certificate of Recognition This Certificate is hereby awarded to In recognition of his seventeen years of hard work and dedication as Music Director of The Reading Symphony Orchestra Given this 18th day of May, 2014 by the Reading Board of selectmen Schena, Paula From: Debbie Adamo <debadamo @yahoo.com> Sent: Thursday, April 24, 2014 1:47 PM To: Schena, Paula Subject: Re: Certificate of Recognition - Vazquez I have been responding to Town Manager, Robert LeLacheur, Jr. since last October, January 2014, then April 1, 2014 via email. He agreed to come with the newly elect chair person to our Pops Concert on May 18,2014 @ 3:30 @ Parker Middle School, 45 Temple Street, Reading, MA, to present a proclamation to Roland Vazquez, for 17 years of dedication to the Reading Symphony Orchestra. An invitation was sent to him, via snail mail last weekend; it was sent to Town of Reading, 16 Lowell Street, Reading, MA 01867. Did he receive the invitation? Our rehearsals are Tuesday nights. We can not be present @ the selectmen's meeting. Please let me know if Bob is indeed coming to the concert to present proclamation to Roland. The RSO was planning on his visit when I got the confirmation @ the beginning of April, 2014. Thank you, Debra Adamo On Thursday, April 24, 2014 1:21 PM, "Schena, Paula" <pschena(fti. reading. ma. us> wrote: Will someone be present at the Selectmen's meeting on May 13th to receive the certificate? From: Debbie Adamo fmailto:debadamoCcDyahoo.com] Sent: Thursday, April 24, 2014 1:13 PM To: Schena, Paula Subject: Re: Certificate of Recognition - Vazquez Hi Paula, Roland has been Music Director of The Reading Symphony Orchestra for 17 years. We have only had 6 Music Directors in its 82 years of existence. We look forward to having the town of Reading honor our Music Director, and friend of 17 years, Roland Vazquez. Thank you, Debra Adamo On Thursday, April 24, 2014 11:33 AM, "Schena, Paula" <pschena0D- ci. reading. ma. up wrote: Can you give me some details for the certificate? Was he music director for the whole 16 years? Paula Schena Office Manager Town of Reading 16 Lowell Street Reading, MA 01867 781 - 942 -9043 pschenaCaD-ci. reading. ma. us Please let us know how we are doing and fill out the survey at the following link: http:Hreadingma- survey.virtualtownhall. net/survey /sid /ff5d3a5fO3e8eb6O/ 30 PROCLAMATION Walk Reading Weekend Whereas, Research shows that one in two men and one in three women are at risk for heart disease, with poor lifestyle as a major contributor, and Whereas, adults may gain up to two hours of life expectancy for every hour of regular, vigorous exercise, and Whereas, regular exercise has many proven benefits for an individual's overall health, in addition to increased life expectancy, and Whereas, Walking, running and bicycling are all excellent forms of exercise that are accessible to most of our citizens, that help the environment by reducing the use of motorized transport, and that allow our citizens to appreciate and learn about our neighborhoods and the open spaces in our community, and Whereas, The Reading Trails Committee, The Reading Open Land Trust, and Walkable Reading, encourage all Reading residents to participate in Walk Reading Weekend, on Saturday, May 31 and/or June 1, 2014, by getting outside and taking a walk, bike, hike, or run, Now, therefore, we, The Selectmen of the Town of Reading, in recognition of the importance of regular physical activity to promote individual and community health and to reduce greenhouse emission, do hereby proclaim May 31 and June 1, 2014 as "Walk Reading_Weekend" and urge all citizens to show their support for this effort by walking, biking, running or hiking here in Town on at least one of those days. THE BOARD OF SELECTMEN PROCLAMATION NATIONAL PUBLIC WORKS WEEK Whereas, public works services provided in our community are an integral (but often unnoticed) part our resident's everyday lives; and Whereas, the support of understanding and informed residents is vital to the efficient operation of public works programs such as water, sewers, streets, highways, parks and forestry, and solid waste collection; and Whereas, the health, safety and comfort of residents this community depends on these facilities and services; and Whereas, the quality and effectiveness of these services is vitally dependent upon the efforts and skill of public work officials and employees; and Whereas, the efficiency of the qualified and dedicated personnel who staff our Public Works department is materially influenced by the resident's attitude and understanding of the importance of the work they perform; and Now, therefore, we, the Board of Selectmen of the Town of Reading, Massachusetts does hereby proclaim the week of May 18 to May 24, 2014 as Public Works Week in the Town of Reading and we call upon all residents and civic organizations to acquaint themselves with the issues involved in providing quality public works services to this community and to recognize the contributions which public works officials and employees make every day to our health, safety, comfort, and quality of life. THE BOARD OF SELECTMEN LEGAL NOTICE y Y i " ,sS9�MC01tQp4� '.� .� TOWN OF READING To the Inhabitants :of the Town of Reading: 4 Please take notice that 4413. Board of Selectmen of-the Town of Reading will hoU d public hearing on Mpy i3, 2014 at 7:30 p.m. in•the Selectmen's Meeting Rboi�i, 16 Lowell Street, Rebdlrrg, Massachusetts on transfer of ., a liquor license from Reddhjg Fine Wines, LLC to Brooks Brew and Fine Wines, LL-C at 676 Main Street, - anq,.p change of Manager to Todrd Brooks and pledge of tlfb license. A copy of the proposed document regarding .this topic Is available In the.' Manager's office, 16 Lowell Street, Reading, MA,. M%WA Thurs from 7:30 a.m. - 640 p.m., Tues from 7:30 a:m. - 7:00 p.m. and Is attached: to the hearing notice a-n It*' webslte ' #t www.readingma.gov All Interested partie$ are Invited to attend the heatQ, or may submit thelr'com= ments in writing or'byemail prior to 6:00 p.m. on MaV -13, 2014 . . • . to townmanager@ci.readlog.ma. us By order of Robert W. LeLacheur Town Mariag1er 4/24 Sal The Commonwealth of Massachusetts Alcoholic Beverages Control Commission 239 Causeway Street Boston, MA 02114 www.massgov/abcc FORM 43 MUST BE SIGNED BY LOCAL LICENSING AUTHORITY 10160019 Reading ABCC License Number City/Town TRANSACTION TYPE (Please check all relevant transactions): New License F� New Officer /Director Pledge of License Q Transfer of License E] Change of Location Pledge of Stock Q Change of Manager n Alteration of Licensed Premises Transfer of Stock Fj Cordials/Liqueurs Permit F1 Issuance of Stock F] New Stockholder n 6-Day to 7 -Day License E] Management/operating Agreement F] Wine & Malt to All Alcohol For Reconsideration 05/13/2014 Local Approval Date 0 Change Corporate Name E] Seasonal to Annual Change of License Type Other Name of Licensee Brooks Brew and Fine Wine, LLC EIN of Licensee D /B /A The Wine Shop of Reading Manager Todd Brooks ADDRESS: 676 Main Street CITY/TOWN: Reading STATE MA ZIP CODE 07867 Annual All Alcohol Package Store Annual or Seasonal Category: W Alcohol. Wine & Man Wine Type: (Restaurant, Club, Package Mah & Cordials) Store, General On Premises, Etc) Complete Description of Licensed Premises: Wine Shop of Reading is part of a strip mall in downtown Reading. The main sales floor is rectangular with wine shelving, liquor shelving, cheese tter and register counter. Behind the retail part of the store, there is along hall used for storage, a bathroom, a kitchen and two additional storage ns. Total square feet 2900. Application Filed: Apr 22, 2014 Advertised: Apr 24, 2014 Abutters Notified: Yes ❑ No ❑X Date &Time Date & Attach Publication Licensee Contact Person for Transaction odd Brooks Phone: 617 - 308-0403 ADDRESS: 110 Parker Street CITY/TOWN: Wilmington STATE FMA7 ZIP CODE 01887 Remarks: The Local Licensing Authorities By: ABCC Remarks: Alcoholic Beverages Control Commission Ralph Sacramone Executive Director Commonwealth of Massachusetts - -= Alcoholic Beverages Control Commission 239 Causeway Street, First Floor Boston, MA 02114 201q APR 22 P14 12: 29 PETITION FOR TRANSFER OF OWNERSHIP, TRANSFER OF STOCK, NEW OFFICER(S), DIRECTOR(S), STOCKHOLDER(S) AND LLC MANAGER(S) 10160019 Reading ABCC License Number City/Town The licensee A. Reading Fine Wines, LLC. and the proposed transferee B. Brooks Brew and Fine Wines, LLC. respectfully petition the Licensing Authorities to approve the following transfer of ownership. Any Corporation, LLC or Association, Partnership, Individual, Sole Proprietor Listed in box (A.) must submit a certificate of good standing from the Massachusetts Department of Revenue (DOR). Is the PRESENT licensee a Corporation /LLC listed in box (A.), duly registered under the laws of the Commonwealth of Massachusetts? [g Yes F] No If YES, please list the officers, directors and stockholders, their residences, and shares owned by each. Name Title Address Stock or % Owned Robert H. Carp President 22 Hollywood Drive, Newton, MA 02467 100 Robert H. Carp Manager 22 Hollywood Drive, Newton, MA 02467 Is the PROPOSED transferee a Corporation /LLC listed in box (B.), duly registered under the laws of the Commonwealth of Massachusetts? [X Yes ❑ No TO: (Place an " before the name of each DIRECTOR /LLC Manager.) Name Title Address Stock or % Owned Todd Brooks Manager 110 Parker Street, Wilmington, MA 01887 100 i ne adove namea proposed transferee nereay)oins in this petition for tr fl r of said license. SIGNATURE OF LAST- APPROVED LICENSEE: (If a CorporatioNLLC, by its authorized representative) Date Signed 4/5/2014 SIGNATURE OF PROPOSED TRANSFEREE: odd BCOOICS dlelp4WSIMT.ISi(OC ' 5)'3 APPLICATION FOR RETAIL ALCOHOLIC BEVERAGE LICENSE City/Town Reading 1. LICENSEE INFORMATION: A. Legal Name /Entity of App Iicant:(Corporation, LLC or Individual) B. Business Name (if different) : The Wine Shop of Reading C. Manager of Record: Todd Brooks D. ABCC License Number (for existing licenses only) : 101600019 E.Address of Licensed Premises 1676 Main Street City/Town: Reading State: MA Zip: 01867 F. Business Phone: 781 - 944 -4521 G. Cell Phone: 617- 308 -0403 H. Email: I. Website: www.thewineshopofreading.com 1.Mailing address (If different from EJ: F City/Town: state: = Zip: I I 2. TRANSACTION: ❑ New License ❑ New Officer /Director ❑ Transfer of Stock ❑ Issuance of Stock ❑ Pledge of Stock ❑X Transfer of License ❑ New Stockholder ❑ Management/Operating Agreement Q Pledge of License The following transactions must be processed as new licenses: ❑ Seasonal to Annual ❑ (6) Day to (7) -Day License ❑ Wine & Malt to All Alcohol ATTACHMENTS (1): The applicant must attach a vote of the entity authorizing all requested transactions, including the of a Manager of Record or principal representative. 3. TYPE OF LICENSE: ❑ §12 Restaurant ❑ §12 Hotel ❑ §12 Club ❑ §12 Veterans Club ❑ §12 General On- Premises ❑ §12 Tavern (No Sundays) ❑X §15 Package Store CATEGORY: Q All Alcoholic Beverages ❑ Wine & Malt Beverages Only ❑ Wine or Malt Only ❑ Wine & Malt Beverages with Cordials /Liqueurs Permit S. LICENSE CLASS: ❑X Annual ❑ Seasonal 5G�k CONTACT PERSON CONCERNING THIS APPLICATION (ATTORNEY IF APPLICABLE) NAME: (Robert H. Carp, Esq ADDRESS: 11215 Chestnut Street CITY/TOWN: Newton STATE: MA ZIP CODE: 02464 CONTACT PHONE NUMBER: 617 861 -4529 FAX NUMBER: 866- 723 -8737 EMAIL: SCRIPTION OF PREMISES: provide a complete description of the premises to be licensed. Please note that this must be Identical to the description on the Form 43. Wine Shop of Reading is part of a strip mall in downtown Reading. The main sales floor is rectangular with wine shelving, liquor shelving, !se counter and register counter. Behind the retail part of the store, there is a long hall used for storage, a bathroom, a kitchen and two tional storage rooms. Total Square Footage: 2900 Number of Entrances: 2 Number of Exits: Occupancy Number: 90 Seating Capacity: I V -� IMPORTANT ATTACHMENTS (2); The applicant must attach a floor plan with dimensions and square footage for each floor & room. By what right does the applicant have possession and /or legal occupancy of the premises? (Final Assignment of Lease IMPORTANT ATTACHMENTS (3): The applicant must submit a copy of the final lease or documents evidencing a --I legal right to occupy the premises. Other: Landlord is a(n): LLC Other: Name: Gould And Company, LLC Phone: 617- 266 -4040 Address: 715 Boylston Steet, 6th Floor City/Town: Boston State: MA Zip: 02116 Initial Lease Term: Beginning Date Upon transfer Ending Date 06/30/2016 Renewal Term: 5 years Rent: $62,400.00 Per Year Options /Extensions at: 5 years Years Each Rent: $5,200.00 Per Month Do the terms of the lease or other arrangement require payments to the Landlord based on a percentage of the alcohol sales? Yes C] No Q IMPORTANT ATTACHMENTS(4): 1. If yes, the Landlord is deemed a person or entity with a financial or beneficial interest in this license. Each individual with an ownership interest with the Landlord must be disclosed in 410 and must submit a completed Personal Information Form attached to this application. 2. Entity formation documents for the Landlord entity must accompany the application to confirm the individuals disclosed. 3. If the principals of the applicant corporation or LLC have created a separate corporation or LLC to hold the real estate, the applicant must still provide a lease between the two entities. 5'&5 9. LICENSE STRUCTURE: The Applicant is a(n): LLC Other If the applicant is a Corporation or LLC, complete the following: Date of Incorporation /Organization: 1/27/2014 State of Incorporation /Organization: Massachusetts s the Corporation publicly traded? Yes E] No QX 10. INTERESTS IN THIS LICENSE: List all individuals involved in the entity (e.g. corporate stockholders, directors, officers and LLC members and managers) and any person or entity with a direct or indirect, beneficial or financial interest in this license (e.g. landlord with a percentage rent based on alcohol sales). IMPORTANT ATTACHMENTS (5): A. All individuals or entities listed below are required to complete a Personal Information Form. B. All shareholders, LLC members or other Individuals with any ownership in this license must complete a CORI Release Form Name All Titles and Positions Specific # of Stock or %Owned Other Beneficial Interest Todd Brooks Manager 100 *If additional space is needed, please use last page. 11. EXISTING INTEREST IN OTHER LICENSES: Does any individual listed in §10 have any direct or indirect, beneficial or financial interest in any other license to sell alcoholic beverages? Yes [] No If yes, list said interest below: Name License Type Licensee Name & Address Please Select Please Select —� Please Select Please Select —� II'lease Select —� Please Select —� Please Select —� *If additional space is needed, please use last page. 5a0 12. PREVIOUSLY HELD INTERESTS IN OTHER LICENSES: Has any individual listed in §10 who has a direct or indirect beneficial interest in this license ever held a direct or indirect, beneficial or financial interest in a license to sell alcoholic beverages, which is not presently held? Yes ❑ No QX If yes, list said interest below: Name Licensee Name & Address Date Reason Terminated July 18th, 2011 101600019 ( Serving to a minor Please Select August 9th, 201 Ilk 1016000191 Serving to a minor Please Select Please Select 13. DISCLOSURE OF LICENSE DISIPLINARY ACTION: Have any of the disclosed licenses to sell alcoholic beverages listed in §SS and /or §12 ever been suspended, revoked or cancelled? Yes E3 No Z If yes, list said interest below: Date License Reason of Suspension, Revocation or Cancellation July 18th, 2011 101600019 ( Serving to a minor August 9th, 201 Ilk 1016000191 Serving to a minor CITIZENSHIP AND RESIDENCY REQUIREMENTS FOR A ( §15) PACKAGE STORE LICENSE ONLY: A.) For Individual(s): 1. Are you a U.S. Citizen? Yes ❑X No 2. Are you a Massachusetts Residents? Yes ❑X No B.) For Corporation(s) and LLC(s) : 1. Are all Directors /LLC Managers U.S. Citizens? Yes ❑ No n 2. Are a majority of Directors /LLC Managers Massachusetts Residents? Yes QX No n 3. Is the License Manager or Principal Representative a U.S. Citizen? C.) Shareholder(s), Member(s), Director(s) and Officer(s): 1.. Are all Shareholders, Members, Directors, LLC Managers and Officers involved at least twenty -one (21) years old? Yes pX No ISHIP AND RESIDENCY REQUIREMENTS FOR ( 02) RESTAURANT, HOTEL, CLUB, GENERAL ON PREMISE, TAVERN, CLUB LICENSE ONLY: A.) For Individual(s): 1. Are you a U.S. Citizen? Yes No B.) For Corporation(s) and LLC(s) 1. Are a majority of Directors /LLC Managers NOT U.S. Citizen(s)? Yes No [] 2. Is the License Manager or Principal Representative a U.S. Citizen? Yes r_1 No C.) Shareholder(s), Member(s), Director(s) and Officer(s): 1.. Are all Shareholders, Members, Directors, LLC Managers and Officers involved at least twenty -one (21) years old? Yes E] No [] say 16. COSTS ASSOCIATED WITH LICENSE TRANSACTION: A. Purchase Price for Real Property: 1 B. Purchase Price for Business Assets: 1 $214,000.00 -� C. Costs of Renovations /Construction: $0.00 D. Initial Start-Up Costs: $2,000.00 E. Purchase Price for Inventory: $28,000.00 F. Other: (Specify) 1 $10,000.00 IMPORTANT ATTACHMENTS (6): Submit any and all records, documents and affidavits including loan agreements that explain the source(s) of money for this transaction. Sources of cash must include a minimum of three (3) months of bank statements. G: TOTAL COST $254,000.00 H. TOTAL CASH 1 $50,000.00 I. TOTAL AMOUNT FINANCED The amounts listed in subsections (H) and (I) $204,000.00 must total the amount reflected in (G). 17. PROVIDE A DETAILED EXPLANATION OF THE FORM(S) AND SOURCE(S) OF FUNDING FOR THE COSTS IDENTIFIED ABOVE (INCLUDE LOANS, MORTGAGES, LINES OF CREDIT, NOTES, PERSONAL FUNDS, GIFTS): Mr. Brooks is putting up $50,000 to cover the costs of the inventory and a down payment. Mr. Carp is financing the balance on a two year note, principal only at 6.5 %. 1-If additional space is needed, please use last page. 18. LIST EACH LENDER AND LOAN AMOUNT(S)FROM WHICH "TOTAL AMOUNT FINANCED "NOTED IN SUB- SECTIONS 16(I) WILL DERIVE: Name Dollar Amount Type of Financing Robert Carp, Esq. $204,000.00 Promissory note and lien on licenses additional space is needed, please use last page. B. Does any individual or entity listed in §19 as a source of financing have a direct or indirect, beneficial or financial interest in this license or any other license(s) granted under Chapter 138? Yes nX No F] If yes, please describe: Robert Carp is the sole shareholder of Reading Fine Wines, LLC. He also owns Bunghole Liquors in Salem, Massachusetts. 19. PLEDGE: (i.e. COLLATERAL FOR A LOAN) A.) Is the applicant seeking approval to pledge the license? Yes 0 No 1. If yes, to whom: Robert Carp 2. Amount of Loan: 204000 -� 3. Interest Rate: 6,5 4. Length of Note: 2 years S. Terms of Loan : Balloon Note: Interest payments of $1,105.00 monthly, full note repayment 24 months after initial signing dates. B.) If a corporation, is the applicant seeking approval to pledge any of the corporate stock? E] Yes RX No 1. If yes, to whom: 2. Number of Shares: C. ) Is the applicant pledging the inventory? FXJ Yes F1 No If yes, to whom: Robert Carp IMPORTANT ATTACHMENTS (7): If you are applying for a pledge, submit the pledge agreement, the promissory note and a vote of the Corporation /LLC approving the pledge. 20. CONSTRUCTION OF PREMISES: Are the premises being remodeled, redecorated or constructed in any way? If YES, please provide a description of the work being performed on the premises: ❑ Yes MX No 21. ANTICIPATED OPENING DATE: Pune 1, 2014 IF ALL OF THE INFORMATION AND ATTACHMENTS ARE NOT COMPLETE THE APPLICATION WILL BE RETURNED 50"-9 APPLICANT'S STATEMENT 1, 1 Todd Brooks the ❑sole proprietor;❑ partner; ❑ corporate principal; ❑X LLC /LLP member OfI Brooks Brew and Fine Wines, i.i.c I , hereby submit this application for IThe Wine Shop of Reading (hereinafter the "Application "), to the local licensing authority (the "LLA ") and the Alcoholic Beverages Control Commission (the "ABCC" and together with the LLA collectively the "Licensing Authorities ") for approval. I do hereby declare under the pains and penalties of perjury that I have personal knowledge of the information submitted in the Application, and as such affirm that all statement and representations therein are true to the best of my knowledge and belief. I further submit the following to be true and accurate: (1) 1 understand that each representation in this Application is material to the Licensing Authorities' decision on the Application and that the Licensing Authorities will rely on each and every answer in the Application and accompanying documents in reaching its decision; (2) 1 state that the location and description of the proposed licensed premises does not violate any requirement of the ABCC or other state law or local ordinances; (3) 1 understand that while the Application is pending, I must notify the Licensing Authorities of any change in the information submitted therein. I understand that failure to give such notice to the Licensing Authorities may result in disapproval of the Application; (4) 1 understand that upon approval of the Application, I must notify the Licensing Authorities of any change in the Application information as approved by the Licensing Authorities. I understand that failure to give such notice to the Licensing Authorities may result in sanctions including revocation of any license for which this Application is submitted; (5) 1 understand that the licensee will be bound by the statements and representations made in the Application, including, but not limited to the identity of persons with an ownership or financial interest in the license; (6) 1 understand that all statements. and representations made become conditions of the license; (7) 1 understand that any physical alterations to or changes to the size of, the area used for the sale, delivery, storage, or consumption of alcoholic beverages, must be reported to the Licensing Authorities and may require the prior approval of the Licensing Authorities; (8) 1 understand that the licensee's failure to operate the licensed premises in accordance with the statements and representations made in the Application may result in sanctions, including the revocation of any license for which the Application was submitted; and (9) 1 understand that any false statement or misrepresentation will constitute cause for disapproval of the Application or sanctions including revocation of any license for which this Application is submitted. Signature: Date: 7 L � / y Title: Manager 5 aio The Commonwealth of Massachusetts Alcoholic Beverages Control Commission 239 Causeway Street Boston, MA 02114 www.mass.gov/abcc MANAGER APPLICATION All proposed managers are required to complete a Personal Information Form, and attach a copy of the corporate vote authorizing this action and appointing a manager. 1. LICENSEE INFORMATION: Legal Name of Licensee: Brooks Brew and Fine Wines, LLC Business Name (dba): The Wine Shop of Reading Address: 676 Main Street City/Town: Reading State: MA Zip Code: 01867 ABCC License Number: Phone Number of Premise: (If existing licensee) 2. MANAGER INFORMATION: A. Name: ITodd Brooks B. Cell Phone Number: C. List the number of hours per week you will spend on the licensed premises: SO 3. CITIZENSHIP INFORMATION: A. Are you a U.S. Citizen: Yes pX No [] B. Date of Naturalization: C. Court of Naturalization: (Submit proof of citizenship and /or naturalization such as US Passport, Voter's Certificate, Birth Certificate or Naturalization Papers) INFORMATION: A. Do you now, or have you ever, held any direct or indirect, beneficial or financial interest in a license to sell alcoholic beverages? Yes E] No ❑X r If yes, please describe: B. Have you ever been the Manager of Record of a license to sell alcoholic beverages that has been suspended, revoked or cancelled? Yes No ❑X If yes, please describe: C. Have you ever been the Manager of Record of a license that was issued by this Commission? Yes No QX If yes, please describe: Please list your employment for the past ten years (Dates, Position, Employer, Address and Telephone): Jan 1997 -Nov 2013, IT Manager, Kerivan -Lane, Inc., 30 Charles Street, Needham, MA 02494, 781- 444 -0279 I hereby swear under the pains and penalties of perjury that the information 1 hove provided in this application is true and accurate: Signature �,,,�,( Date y 1 .2e 5a11 The Commonwealth of Massachusetts Alcoholic Beverages Control Commission 239 Causeway Street Boston, MA 02114 www.mass.gov/abcc PERSONAL INFORMATION FORM Each individual listed in Section 10 of this application must complete this form. 1. LICENSEE INFORMATION: I 777771 B. Business Name (dba) The Wine Shop of Reading A. Legal Name of Licensee Todd Brooks D. ABCC License Number C. Address 676 Main Street (If existing licensee) E. City/Town Reading State MA Zip Code 01867 F. Phone Number of Premise 781- 944 -4521 G. EIN of License i PERSONAL INFORMATION: A. Individual Name Todd Brooks B. Home Phone Numbe C. Address 110 Parker Street D. City/Town Wilmington State MA I Zip Code 01887 E. Social Security Number F. Date of Birth G. Place of Employment Self- employed 1 D INFORMATION: Have you ever been convicted of a state, federal or military crime? Yes (:] No pX as part of the application process, the Individual must attach an affidavit as to any and all convictions. The affidavit must Include the city and state where 4. FINANCIAL INTEREST: Provide a detailed description of your direct or indirect, beneficial or financial interest in this license. am the sole stockholder in the company purchasing the license. IMPORTANT ATTACHMENTS (8): For all cash contributions, *If additional space is needed, please use the last page statements for the sou I hereby swear under the pains and penalties of perjury that the information / have provided in this application is true and accurate: Signature Date / / y Title (If Corporation /LLC Representative) 50 �a a Jtate ✓�osto�� 'ffas6� 0 'Y'Y William Francis Galvin Secretary of the Commonwealth Date: January 28, 2014 To Whom It May Concern: I hereby certify that a certificate of organization of Limited Liability Company was filed in this office by BROOKS BREW AND FINE WINES, LLC in accordance with the provisions of Massachusetts General Laws, Chapter 156C, on January 27, 2014. I further certify that said Limited Liability Company has not filed a Certificate of Cancellation; that said Limited Liability Company has not been administratively dissolved; and that, so far as appears of record, said Limited Liability Company has legal existence. S In testimony of which, I have hereunto affixed the Great Seal of the Commonwealth on the date first above written. Secretary of the Commonwealth Certificate Number: 14016005850 Verify this Certificate at: http: / /corp. sec. state. ma .us /CorpWeb /CertificatesNerify.aspx Processed by: tad 570'6 Mass. Corporations, external master page 4/1/14 11:29 AM Corporations Division Business Entity Summary ID Number:,' Summary for: BROOKS BREW AND FINE WINES, LLC Request certificate New search The exact name of the Domestic Limited Liability Company (LLC): BROOKS BREW AND FINE WINES, LLC Entity type: Domestic Limited Liability Company (LLC) Identification Number: Date of Organization in Massachusetts: 01 -27 -2014 Last date certain: The location or address where the records are maintained (A PO box is not a valid location or address): Address: 676 MAIN ST City or town, State, Zip code, READING, MA 01867 USA Country: The name and address of the Resident Agent: Name: TODD M, BROOKS Address: 110 PARKER ST City or town, State, Zip code, WILMINGTON, MA 01887 USA Country: The name and business address of each Manager: Title Individual name Address MANAGER TODD M BROOKS 676 MAIN ST READING, MA 01867 USA In addition to the manager(s), the name and business address of the person(s) authorized to execute documents to be filed with the Corporations Division: Title Individual name Address http: / /corp. sec. stat e. ma. us/ CorpWeb /CorpSearchICorpSummary.aspx ?FEIN - 464629625 &SEARCH TYPE -1 Page 1 of 2 5-D,H FIXED RATE SHORT -TERM NOTE 1. BORROWER'S PROMISE TO PAY FOR VALUE RECEIVED, Todd Brooks, with a mailing address of 110 Parker Street, Wilmington, MA 01887, (the "Borrower "), promises to pay to Reading Fine Wines, LLC., (the "Lender "), or order, the principal sum of TWO HUNDRED AND FOUR THOUSAND 00 /100 ($214,000) DOLLARS, with interest on the unpaid principal balance of this Note, as provided below. 2. PAYMENTS. Borrower shall make monthly payments of interest only to Lender on the first of each month beginning on June 1, 2014 and on the date hereof shall pay interest only on the outstanding principal balance for the number of days remaining in the month of which the Liquor License is transferred to the Borrower. The monthly payment shall be paid on the outstanding owed balance of $214,000, at 6.5% interest, with a monthly payment of $1,159.16 (One thousand one hundred fifty nine dollars and sixteen cents.). A. Interest. Interest will accrue on the unpaid principal balance of this Note until the full amount of principal has been paid. The Note will accrue interest at a yearly rate of six and one half percent (6.5 %). B. Principal. The Principal will not be amortized over the life of this note. C. Monthly Payments. During the term hereof, Borrower will deliver to Note Holder a monthly payment of interest only of $1,159.16. D. Maturity Date. Borrower shall pay all outstanding principal and accrued interest and charges, if any, no later than June 1, 2016 (the "Maturity Date "). E. Place of Payments. Borrower will make the payment at 1215 Chestnut Street, Newton, MA 02464, or such other place as the Note Holder may designate. F. Late Payments. Any payments that are more than five days late will be considered late and will allow the Lender to accelerate the Note in full, notwithstanding any condition other than the Borrower's statutory rights. G. Late Payment Charge. Any payment more than five days late will be subject to a late charge of 5 %, or $57.95, and interest will accrue until either the payment is made or the loan is due in full. 50,5 3. BORROWER'S RIGHT TO REPAY Borrower shall have the right to may any payments of principal at any time before they are due. 4. BORROWER'S FAILURE TO PAY AS REQUIRED A. Default. If Borrower does not pay all outstanding principal and accrued interest and charges on the Maturity Date, or if Borrower is in default under any agreements between Borrower and Note Holder or if Borrower defaults in its obligations under the Lease Assignment Agreement, dated March 20, 2014, Borrower will be in default under this Note. B. Notice of Default. If Borrower is in default, the Note Holder may send a written notice informing Borrower that Borrower is in default and may require immediate payment in full. C. No Waiver by Note Holder. Even if, at a time when Borrower is in default, the Note Holder does not require immediate payment in full, the Note Holder will still have the right to do so if a default occurs at a later time. D. Payment of Note Holder's Costs and Expenses. If the Note Holder requires Borrower to pay immediately in full as described above, the Note Holder will have the right to be paid back all its reasonable costs and expenses to the extent not prohibited by applicable law. Those expenses may include, for example, reasonable attorneys' fees. 4. GIVING OF NOTICES Unless applicable law requires a different method, any notice that must be given to Borrower under this Note will be given by mailing it by first class mail or by delivering it to Borrower at the Property Address above or at a different address if Borrower gives the Note Holder written notice of a different address. Any notice that must be given to Note Holder under this Note will be given by mailing it by first class mail or by hand delivery it to Note Holder. 5. OBLIGATIONS OF PERSONS UNDER THIS NOTE If more than one person signs this Note, each person is fully and personally obligated to keep all of the promises made in this Note, including the promise to pay the full amount owed. Any person who is a guarantor, surety, or endorser of this Note is also obligated to do these things. Any person who takes over these obligations, including the obligations of a guarantor, surety, or endorser of this Note, is also obligated to keep all of the promises made in this Note. The Note Holder may enforce its rights under this Note against each person individually or against 5 IN WITNESS WHEREOF, and intending to be legally bound hereby, the parties hereto have caused this Agreement to be duly executed and delivered as a sealed instrument as of the date and year first above written. BUYER: !2�ry+ 29 Brooks Bre d f Fine Wines, LLC. Todd Brooks as Manager .4. Todd Brooks Individually as Guarantor SELLER: Reading Fine Wines, LLC. Robert Carp 13 501 all Parties to this Note together. This means that any one of us may be required to pay all of the amounts owed under this Note. 7. WAIVERS Borrower and any other person who has obligations under this Note waive the rights of presentment and notice of dishonor. "Presentment" means the right to require the Note Holder to demand payment of amounts due. "Notice of dishonor" means the right to require the Note Holder to give notice to other persons that amounts due have not been paid. 8. THIS NOTE SECURED BY A SECURITY INSTRUMENT In addition to the protections given to the Note Holder under this Note, the Pledge of Liquor License and as second position security interest in all business assets of Borrrower (collectively referred to herein as the "Security Instruments "), dated the same day as this Note, protect the Note Holder from possible losses which might result if Borrower does not keep the promises made in this Note. In the event of a default Note Holder retains the right to accelerate all debt. Witness the hands and seals of the undersigned on March 20, 2014. Each signatory signed in the presence of: 3 (xi I�Aes - W, ve6s, BORROWER Brooks Brew and Fine Wines, LLC. as Manager By:2 Todd Brooks PERSONAL GUARANTOR LIM By: OBERT CARP Reading Fine Wines, LLC. 50.8 FIXED RATE SHORT -TERM NOTE 1. BORROWER'S PROMISE TO PAY FOR VALUE RECEIVED, Todd Brooks, with a mailing address of 110 Parker Street, Wilmington, MA 01887, (the "Borrower "), promises to pay to Reading Fine Wines, LLC., (the "Lender "), or order, the principal sum of TWO HUNDRED AND FOUR THOUSAND 00 /100 ($214,000) DOLLARS, with interest on the unpaid principal balance of this Note, as provided below. 2. PAYMENTS. Borrower shall make monthly payments of interest only to Lender on the first of each month beginning on June 1, 2014 and on the date hereof shall pay interest only on the outstanding principal balance for the number of days remaining in the month of which the Liquor License is transferred to the Borrower. The monthly payment shall be paid on the outstanding owed balance of $214,000, at 6.5% interest, with a monthly payment of $1,159.16 (One thousand one hundred fifty nine dollars and sixteen cents.). A. Interest. Interest will accrue on the unpaid principal balance of this Note until the full amount of principal has been paid. The Note will accrue interest at a yearly rate of six and one half percent (6.5 %). B. Principal. The Principal will not be amortized over the life of this note. C. Monthly Payments. During the term hereof, Borrower will deliver to Note Holder a monthly payment of interest only of $1,159.16. D. Maturity Date. Borrower shall pay all outstanding principal and accrued interest and charges, if any, no later than June 1, 2016 (the "Maturity Date "). E. Place of Payments. Borrower will make the payment at 1215 Chestnut Street, Newton, MA 02464, or such other place as the Note Holder may designate. F. Late Payments. Any payments that are more than five days late will be considered late and will allow the Lender to accelerate the Note in full, notwithstanding any condition other than the Borrower's statutory rights. G. Late Payment Charge. Any payment more than five days late will be subject to a late charge of 5 %, or $57.95, and interest will accrue until either the payment is made or the loan is due in full. 50 3. BORROWER'S RIGHT TO REPAY Borrower shall have the right to may any payments of principal at any time before they are due. 4. BORROWER'S FAILURE TO PAY AS REQUIRED A. Default. If Borrower does not pay all outstanding principal and accrued interest and charges on the Maturity Date, or if Borrower is in default under any agreements between Borrower and Note Holder or if Borrower defaults in its obligations under the Lease Assignment Agreement, dated March 20, 2014, Borrower will be in default under this Note. B. Notice of Default. If Borrower is in default, the Note Holder may send a written notice informing Borrower that Borrower is in default and may require immediate payment in full. C. No Waiver by Note Holder. Even if, at a time when Borrower is in default, the Note Holder does not require immediate payment in full, the Note Holder will still have the right to do so if a default occurs at a later time. D. Payment of Note Holder's Costs and Expenses. If the Note Holder requires Borrower to pay immediately in full as described above, the Note Holder will have the right to be paid back all its reasonable costs and expenses to the extent not prohibited by applicable law. Those expenses may include, for example, reasonable attorneys' fees. 4. GIVING OF NOTICES Unless applicable law requires a different method, any notice that must be given to Borrower under this Note will be given by mailing it by first class mail or by delivering it to Borrower at the Property Address above or at a different address if Borrower gives the Note Holder written notice of a different address. Any notice that must be given to Note Holder under this Note will be given by mailing it by first class mail or by hand delivery it to Note Holder. 5. OBLIGATIONS OF PERSONS UNDER THIS NOTE If more than one person signs this Note, each person is fully and personally obligated to keep all of the promises made in this Note, including the promise to pay the full amount owed. Any person who is a guarantor, surety, or endorser of this Note is also obligated to do these things. Any person who takes over these obligations, including the obligations of a guarantor, surety, or endorser of this Note, is also obligated to keep all of the promises made in this Note. The Note Holder may enforce its rights under this Note against each person individually or against 500 all Parties to this Note together. This means that any one of us may be required to pay all of the amounts owed under this Note. 7. WAIVERS Borrower and any other person who has obligations under this Note waive the rights of presentment and notice of dishonor. "Presentment" means the right to require the Note Holder to demand payment of amounts due. "Notice of dishonor" means the right to require the Note Holder to give notice to other persons that amounts due have not been paid. 8. THIS NOTE SECURED BY A SECURITY INSTRUMENT In addition to the protections given to the Note Holder under this Note, the Pledge of Liquor License and as second position security interest in all business assets of Borrrower (collectively referred to herein as the "Security Instruments "), dated the same day as this Note, protect the Note Holder from possible losses which might result if Borrower does not keep the promises made in this Note. In the event of a default Note Holder retains the right to accelerate all debt. Witness the hands and seals of the undersigned on March 20, 2014. Each signatory signed in the presence of: tj t�h1e�55 BORROWER Brooks Brew and Fine Wines, LLC. as Manager By:�� Z12�� Todd Brooks PERSONAL GUARANTOR By: �z Individually By: O E T CARP Reading Fine Wines, LLC. 5aa� MORTGAGE AND SECURITY AGREEMENT and Financing Statement (Wine Shop of Reading) Todd Brooks, with an address at 110 Parker Street, Winchester, Massachusetts, (hereinafter referred to as 'Borrower ", which term shall include its successors and assigns), for consideration paid, grants to Robert Carp; an individual having his principal place of business at 1215 Chestnut Street, Newton, Massachusetts, 02464 (hereinafter referred to as "Lender ", which term shall include its successors and assigns), with MORTGAGE COVENANTS, to secure: (i) the payment of TWO HUNDRED AND FOURTEEN THOUSAND and NO /100 DOLLARS ($214,000.00), with interest thereon, payable as provided in a promissory note of even date (the "Note "); (ii) the obligations of Guarantor under any guaranty given with respect to obligations secured hereby; (iii) all other obligations contained in or created under the Note or in or under any other instruments, documents or undertakings given or entered into as security for or in connection with the Note; and (iv) all covenants and agreements contained herein (all of the above enumerated obligations, as any of the same may be from time to time amended or extended, jointly and severally constituting the "Obligations" as that term is used herein and in any instrument, document or undertaking included within the term "Obligations "), the collateral hereinafter specified. THE COLLATERAL. The following items constitute the Collateral given to secure the Obligations hereunder and shall be included within the word "Collateral" as used herein: 1.1. THE WINE SHOP OF READING. The business located at 676 Main Street in Reading, Massachusetts, described in Schedule "A" attached hereto and forming a part hereof, together with all rights, easements and other appurtenances thereto (all of which, together with all other items of Collateral to the extent that context permits, are hereinafter referred to as the "Premises "). 1.2. STRUCTURES, FIXTURES AND IMPROVEMENTS. Insofar as the same are or can, by agreement of the parties, be made a part of the realty, structures and improvements, fixtures, equipment and appliances, personal property, goods, supplies and materials now or hereafter erected or placed on or affixed to the Premises or used or intended to be used in connection therewith or paid for from the proceeds of the loan secured hereby, including without limitation, apparatus and equipment, all machinery, apparatus and equipment for the production and distribution of heated and cooled air, including oil and gas bumers, furnaces and boilers, heat pumps, solar heating apparatus, air conditioning units, heating and air conditioning controls, fuel storage tanks, bins and other fuel facilities, all kitchen, bathroom and plumbing fixtures, machinery, equipment, apparatus and facilities, ovens, stoves, refrigerators, dishwashers, washing machines and dryers, all sprinklers and fire extinguishing systems, doorbell and alarm systems, all electric power generating systems, transformers and electrical distribution systems, equipment and facilities, ventilation and blower systems, garbage and trash 11861339 -v3 5aaa receptacles, compactors and incinerators, all window shades, blinds, storm and other detachable windows and doors, awnings, cases, counters, closets, partitions, and other floor coverings, signs, directories and other advertising or informational equipment, insulation and sound - deadening materials and other improvements. 1.3. ITEMS NOT PART OF REALTY. All personal property belonging to Borrower situated on or about the Premises or used in connection therewith or paid from the proceeds of the loan secured hereby, including without limitation any of the items referred to in Paragraph 1.2, which are not and cannot, by agreement of the parties, be made a part of the realty. 1.4. PERMITS AND LICENSES, CONTRACTS. All contracts, agreements, permits, licenses and approvals entered into or obtained by or on behalf of Borrower or Borrower's predecessors relating to the construction, reconstruction, development and use of the Collateral, now existing or hereafter obtained or entered into, including without limitation construction contracts and bonds, architectural, engineering and consulting contracts, contracts for materials and fixtures, building permits, variances, special permits and curb cuts, occupancy permits, health permits, liquor, Victualer's licenses, agreements and letters of assurance from utilities and Borrower's rights in all plans, drawings and specifications relating to or prepared in connection with the Premises (collectively and individually, as appropriate, the "Permits and Contracts "). 1.5. LEASES, USE AGREEMENTS AND FRANCHISES. All of Borrower's right, title and interest as lessor or lessee, franchisor or franchisee or in any other capacity under any and all leases, licenses, use agreements, franchise agreements and any other agreements or arrangements for the use and enjoyment of property, real, personal or mixed, tangible or intangible, now existing or hereafter arising relating to the Premises, together with all rights, remedies, benefits and advantages to be derived therefrom, all rents, income and profits accruing to Borrower thereunder, including without limitation under or with respect to all deposits, guarantees and other security held or given by Borrower in connection therewith and under all renewals thereof and all right and power of Borrower to alter or amend, extend or renew, surrender, terminate, cancel or waive the same (individually and collectively the "Leases "). 2. GRANT OF SECURITY INTEREST. In addition to and not in limitation of the mortgage interest in real estate herein granted, Borrower hereby grants to Lender, as security for payment and performance of the Obligations, a Security Interest in accordance with the provisions of the Uniform Commercial Code in and to any item or category of Collateral which may be made subject to such an interest and in all proceeds and products therefrom, accessions thereto and substitutions therefor. 3. ASSIGNMENT OF LEASES, PERMITS AND CONTRACTS. In addition to and not in -2- 5Qa3 limitation of any other security given for payment and performance of the Obligations, Borrower hereby grants, assigns and transfers the Leases, Permits and Contracts as hereinabove defined to Lender. Notwithstanding such assignment, for so long as no default exists under the Obligations, Borrower shall have the right to collect and retain all rents, issues and profits from the Leases, Permits and Contracts and to exercise all rights obtained thereunder, provided that Borrower shall not collect any rents, issues or profits for a period of more than thirty (30) days in advance. Whether or not a default under the Obligations exists, or Lender has exercised its right hereunder, Borrower agrees faithfully and promptly to perform all of its duties and obligations under the Leases, Permits and Contracts, to enforce and secure performance of the obligations of all other parties to the Leases, Permits and Contracts and, in general, to preserve and defend Lender's security therein. Upon the occurrence of a default under the Obligations and at any time thereafter until Lender has accepted cure, Lender may, without waiving such default or any other right or remedy with respect thereto, exercise all of Borrower's rights under the Leases, Permits and Contracts, including without limitation the right to collect and expend or apply rents, issues and profits and to use, enjoy and control property or services obtained thereunder. Until such time as Lender affirmatively elects to exercise its rights hereunder, Lender shall be under no obligation nor subject to any claim or liability with respect to the Leases, Permits or Contracts or arising from this Assignment, whether to Borrower, to any other party to the Leases, Permits or Contracts or otherwise and Borrower agrees to hold Lender harmless and indemnified from and against any such obligation, claim or liability arising prior to such exercise and any such obligation, claim or liability arising after exercise, except such as are caused by the willful malfeasance or gross negligence of Lender. Lender shall have the right to expend or apply any rents, issues or profits received by it in the exercise of its rights hereunder to the satisfaction of the Obligations and to reimburse Lender for any costs or expenses incurred by it in connection with the Obligations and with the exercise of its rights hereunder in whatever order Lender deems appropriate. Borrower agrees to cooperate with Lender in the establishment and exercise of Lender's rights hereunder, including without limitation by the execution upon request of an assignment of lease, of permit or of contract in such expanded form as Lender may require and the giving of any notices to tenants and other third parties requested by Lender in connection herewith. Without limitation, Borrower hereby appoints Lender as Borrower's attomey -in -fact with power to act in Borrower's name and place, including without limitation, the power to execute and deliver any document deemed helpful and appropriate by Lender, in the exercise of the rights hereinabove granted to Lender. 4. BORROWER'S COVENANTS. Borrower covenants and agrees: 4.1. OBSERVANCE OF OBLIGATIONS. To pay, perform and observe all of the Obligations. 4.2. REPAIR, OBSERVANCE OF LAW, USE. To keep and maintain the Collateral at all times in good order, repair and condition, permitting and suffering no strip, waste or abandonment of the Collateral to occur nor any violation of any law, ordinance, -3- 5-oLa4 rule or regulation or any order or decree by any court or agency of competent jurisdiction or of any public or private restriction affecting the Collateral or the use thereof and not to materially change or alter the Collateral or the use to which the same is devoted without the prior written consent of Lender. 4.3. HAZARDOUS WASTE. To maintain the Collateral at all times free of hazardous waste, contaminants, oil, radioactive or other material the removal of which is required or the maintenance of which is prohibited or penalized, including, without limitation, asbestos and urea formaldehyde to the extent that the same are prohibited or required to be removed and Borrower warrants and represents that the Collateral is affected by no such materials as of the date of this Mortgage and Security Agreement or that Borrower has fully informed Lender in writing of the existence, extent and exact nature of any such materials affecting the Collateral, has delivered to Lender copies of all permits, licenses and approvals required with respect thereto and is fully authorized and empowered, by virtue of such items, to maintain such materials. Borrower agrees promptly: (i) to notify Lender in writing of any change in the nature or extent of such materials maintained; (ii) to transmit to Lender copies of any citations, orders, notices or other material governmental communications received with respect thereto; (iii) to observe and comply with any and all laws, ordinances, rules, regulations, licensing requirements or conditions relating to the use, maintenance and disposal of such materials and all orders or directives from any official, court or agency of competent jurisdiction relating to the use or maintenance or requiring the removal, treatment, containment or other disposition thereof; and (iv) to pay or otherwise dispose of any fine, charge or imposition related thereto which, if unpaid, would constitute a lien upon the Collateral. Any cost, expense, loss or damage incurred or suffered by Lender and growing out of a failure of Borrower to strictly observe and perform the foregoing requirements, including without limitation reasonable attorneys' fees, shall be reimbursed to Lender promptly upon demand and, until paid, shall be added to the principal amount of the debt secured hereby and shall bear interest at the rate from time to time charged with respect thereto and, without limitation, Borrower shall hold Lender harmless and indemnified from and against any loss, damage, claim or liability growing out of or related to the presence of the aforesaid materials in or on the Premises whenever the same may have been placed, deposited or generated, excepting only materials which are affirmatively proven to have been placed, deposited or generated after the last date on which Borrower or any person affiliated with Borrower held legal or equitable title to the Premises or was an operator with respect to any activity conducted thereon. The aforesaid obligation shall survive a foreclosure or the discharge, release or other termination or disposition of this mortgage or the Collateral and the payment, satisfaction, discharge or other termination of the obligations secured hereby and shall continue to bind Borrower and any endorsers or guarantors jointly and severally for the benefit of Lender, its successors and assigns. 4.4. TAXES AND CHARGES. To pay when due all taxes, charges, assessments and 50'-a5 water rates, on or against the Collateral or any interest therein or any payments in lieu thereof, to whomever the foregoing may be laid or assessed, including without limitation with respect to any assessed fees by the landlord. 4.5. PROOF OF PAYMENT OF TAXES AND ASSESSMENTS. To promptly forward to Lender after payment receipted tax bills or other evidence of payment acceptable to Lender covering all items which Borrower is required to pay in accordance with the provision of this Mortgage. 4.6. LIENS ON COLLATERAL. To notify Lender promptly of any lien, encumbrance or security interest existing, arising or asserted against the Collateral or any interest therein and to maintain the Collateral free and clear of all liens, encumbrances and security interests, except taxes not yet due and payable, unless the same have been approved in writing by Lender. With respect to security interest thus approved by Lender, Borrower agrees to make all payments that become due to any secured party holding such interest, and, at the request of Lender, to assign to Lender all right, title and interest in and to any and all agreements evidencing such security interest covering any of the Collateral, and Borrower hereby grants Lender full power and authority as attorney irrevocable of Borrower to make, execute, acknowledge and deliver such assignments. Borrower further agrees that if Borrower shall default in making any such payments, Lender may, without obligation to do so and without waiving any right or remedy for default hereunder, make such payment or may pay the entire balance due to such secured party. Borrower shall reimburse Lender for any amount thus expended promptly upon demand, and such amount, until paid, shall be added to the principal amount of the debt secured hereby and shall bear interest at the rate from time to time charged with respect thereto. 4.7. RENT ROLL, RIGHT TO APPROVE LEASES. Borrower shall provide to Lender from time to time on request a current lease agreement, setting forth the name, status, term, rental amount, deposit and other amounts held, tax escalation and like obligations of the Borrower, any defaults and arrearages outstanding with respect to any such tenancy and any other information which Lender may from time to time reasonably request, certified by Borrower or by an appropriate officer of Borrower to be true and complete. Lender shall have the right to review and approve, prior to execution, all leases, licenses, franchises and occupancy arrangements relating to the Premises which cannot be cancelled by Borrower on thirty (30) days' notice without penalty, and thereafter, no such lease, license, franchise or occupancy arrangement shall be materially altered, extended, foreshortened or terminated without Lender's consent. 4.8. FINANCIAL STATEMENTS. To submit to Lender income, expense and other financial statements and data concerning the Collateral, Borrower and any guarantor at such times, in such form and containing such information as Lender may from time to time request. -5- 50-0-0 4.9. INSURANCE OF COLLATERAL. To keep the Collateral insured against fire and such other casualties and contingencies as Lender may from time to time require, to deposit, at the request of the Lender, all insurance policies or memoranda thereof with Lender forthwith after the binding of such insurance and to deliver to Lender new policies or memoranda for any insurance about to expire at least ten (10) days before such expiration, all such insurance to be first payable in case of loss to Lender and to be written by such companies, on such terms, in such form and for such periods and amounts as Lender shall from time to time approve, and Borrower hereby grants Lender in the event of a default hereunder full power and authority as attorney irrevocable of Borrower to cancel or transfer such insurance, to retain any premiums or proceeds therefrom and to apply the same to the indebtedness secured hereby. Borrower will keep a million dollar occupancy policy on the premises for the duration of the note and the secured interest. 4.10. TAXES ON DEBT. To pay Lender on demand the amount of any tax payable by Lender which is attributable to the debt secured hereby, whether such tax is measured by the principal or the interest upon such debt or by deposits or otherwise, excluding, however, general income taxes levied against Lender. 4.11. PERFECTION AND EXTENSION OF SECURITY INTEREST; COSTS. To take such actions as Lender may reasonably request to perfect, maintain and extend the lien and security interest granted hereunder, including without limitation the execution and delivery of financing statements, amendments to and extensions of financing statements and to pay all costs incurred by Lender in connection with the perfection and the extension of Lender's security interest hereunder, including without limitation recording and filing fees and reasonable attorneys' fees. 4.12. COSTS IN CASE OF BANKRUPTCY OR OTHER PROCEEDINGS. If bankruptcy or other proceedings affecting the Borrower involve Lender's interest under this Mortgage and Security Agreement, including without limitation probate proceedings, condemnation proceedings, enforcement or other proceedings under any building, zoning, environmental or other law, ordinance or regulation affecting the Premises are commenced or threatened, to reimburse Lender promptly upon demand for all costs and expenses incurred by Lender in protecting its interest with respect to such proceedings, including without limitation reasonable attorneys' fees, and such amount, until paid, shall be added to the principal amount of the debt secured hereby and shall bear interest at the rate from time to time charged with respect thereto. 4.13. COSTS IN CASE OF TERMINATED FORECLOSURE. If foreclosure proceedings are begun because of Borrower's default hereunder and are subsequently terminated prior to a foreclosure sale for any reason whatsoever, including but not limited to termination caused by bankruptcy proceedings affecting Borrower, redemption or agreement of the parties, to pay to Lender promptly upon M 5a-al demand all costs and expenses incurred in connection with such proceedings, including without limitation reasonable attorneys' fees, and such amount, until paid, shall be added to the principal amount of the debt secured hereby and shall bear interest at the rate from time to time charged with respect thereto. 4.14. LATE CHARGES, DEFAULT RATE. To pay to Lender a late charge in the amount of five (5 %) percent of each periodic payment due hereunder which is more than ten (10) days in arrears to offset the additional expense involved in processing delinquent payments. In addition, from and after the date on which the Obligations secured hereby become due and payable, at maturity, upon default or otherwise, interest shall accrue and shall be immediately due and payable at a rate (the "Default Rate ") which is six (6 %) percent per annum higher than the Interest Rate otherwise applicable but in no event higher than the maximum interest rate permitted by law. 5. LENDER'S RIGHTS. Lender shall have and Borrower hereby irrevocably authorizes and agrees to permit, to cooperate with and to facilitate the exercise of the following rights: 5.1. INSPECTION. To inspect the Collateral and Borrower's books and records with respect to the Collateral from time to time upon reasonable notice and without notice for reasonable cause. 5.2. PAYMENTS ON BORROWER'S BEHALF; EXPENSES. To make any payment required to be made by Borrower hereunder when due if the same has not been paid by Borrower, including but not limited to all taxes, charges, assessments and water rates, or any payments in lieu thereof, which may at any time be or become a lien on the Collateral, and all condominium charges and insurance premiums. All such payments made by Lender and the amount of any costs and expenses to which Lender is entitled hereunder shall be reimbursed by Borrower to Lender promptly upon demand and, until paid, shall be added to the principal amount of the debt secured hereby and shall bear interest at the rate from time to time charged with respect thereto. 5.3. DEALINGS WITH BORROWER'S SUCCESSORS. To deal, without notice, with Borrower's successor or successors in interest with reference to this Mortgage and Security Agreement and the Obligations secured hereby in the same manner as with Borrower without in any way vitiating or discharging Borrower's liability hereunder or upon the Obligations. No sale of any Collateral and no forbearance on the part of Lender or extension of the time for payment or performance of the Obligations or any other indulgence given by Lender shall operate to release, discharge, modify, change or affect the original liability of Borrower, either in whole or in part, unless expressly so stated by Lender in writing, and Borrower hereby expressly waives notice of any such forbearance, extension or other indulgence. 5.4. APPLICATION OF DEPOSITS. If Borrower shall default in payment or -7- b O'S performance of the Obligations, to hold, dispose of and apply towards satisfaction of the Obligations any deposit or any other sum at any time held to the credit of Borrower and any other property of Borrower at any time in Lender's possession without first having recourse to any other rights or security which Lender may have or hold. 5.5. INSURANCE PROCEEDS. If the Collateral or any part thereof shall be damaged or destroyed by fire or other insured casualty, the amounts recovered pursuant to any insurance coverage in effect with respect thereto are hereby assigned and shall be paid to Lender and shall, at Lender's election, be applied towards reconstruction, repair or replacement of the Collateral, in which event, Lender shall release such proceeds from time to time for such purposes, at such times and upon such terms and conditions as Lender deems appropriate, or may be applied by Lender in satisfaction of the Obligations then remaining unsatisfied, whether or not then due and in such order as Lender determines, and for the foregoing purposes, Borrower hereby appoints Lender its attomey -in -fact to negotiate, settle and collect any such proceeds (including without limitation the right to participate in any proceedings relating thereto) without, however, imposing on Lender any obligation to do so. 5.6. EMINENT DOMAIN PROCEEDS. If the Collateral or any part thereof shall be taken by eminent domain or by other act of any public authority, any damages in connection therewith are hereby assigned and shall be paid to Lender and shall, at Lender's election, be applied towards reconstruction, repair or replacement of the Collateral, in which event, Lender shall release such proceeds from time to time for such purposes, at such times and upon such terms and conditions as Lender deems appropriate, or may be applied by Lender in satisfaction of the Obligations then remaining outstanding, whether or not then due and in such order as Lender determines and for the foregoing purposes, Borrower hereby appoints Lender as its attorney -in -fact to negotiate, settle and collect such proceeds (including without limitation the right to participate in any proceedings relating thereto) without, however, imposing upon Lender any obligation to do so. 6. APPRAISAL: Lender shall have the right to obtain an appraisal of the Premises. DEFAULT. Without limitation, the occurrence of any of the following events shall constitute a default and shall, at Lender's election and upon the expiration of applicable grace periods, if any, authorize and empower Lender to exercise any of Lender's rights and remedies hereunder and at law: 7.1. FAILURE TO OBSERVE OBLIGATIONS. Failure of Borrower to pay, perform and observe each of Borrower's Obligations, including without limitation failure to pay when due any sum required hereunder or secured hereby as originally scheduled or upon acceleration. 50-aq 7.2. TRANSFER WITHOUT CONSENT. The sale, transfer, assignment or other disposition of or change by action of law or otherwise in title to the Collateral or any part thereof or in any equity, beneficial or other ownership interest in Borrower, including without limitation by action of law or merger of ownership entities, without first and in each instance having disclosed to Lender the full particulars of any such transfer proposed and obtained from Lender its written consent thereto. 7.3. FORECLOSURE OF OTHER LIENS. If foreclosure proceedings or other proceedings intended to enforce or realize upon any junior or senior mortgage or security interest covering all or any part of the Collateral, including without limitation action to foreclose or levy upon a tax lien, a sheriffs sale or any other proceeding whereby Borrower's ownership or right to possession or control of the Collateral may be threatened, should be commenced or instituted (provided that the commencement or institution of such proceedings with respect to an interest junior to Lender's interest hereunder shall not constitute an event of default unless the same continues for more than thirty (30) days, without being withdrawn or otherwise terminated in Borrower's favor or shall actually deprive Borrower of ownership, possession or control of the Collateral). 7.4. BANKRUPTCY OR OTHER INSOLVENCY. The appointment of a receiver, conservator or similar officer of any of the property of; the making of an assignment for the benefit of creditors, trust mortgage or composition with creditors or other arrangement of similar import by; or the commencement of any proceedings under any Bankruptcy or Insolvency Law, now or hereafter enacted by or against Borrower or any guarantor or endorser of the Obligations. 8. LENDER'S REMEDIES. Upon the occurrence of an event of default and upon the expiration of applicable grace periods, if any, as aforesaid, Lender shall have and may exercise the rights hereinafter set forth without limitation on any other rights which Lender may possess, at law, by agreement or otherwise, all of Lender's rights and remedies to be deemed cumulative and not exclusive: 8.1. ACCELERATION. At Lender's election, to declare all monetary Obligations secured hereby immediately due and payable. 8.2. POWER OF SALE, REAL AND PERSONAL PROPERTY. This Mortgage is upon the STATUTORY CONDITION and upon the further condition that all of the Obligations as hereinabove deemed shall be kept and fully performed and that for any breach of the foregoing, Lender shall have, in addition to any rights and remedies set forth herein and in any other instrument, document or undertaking entered into or given by Borrower or any other party as security for or in connection with the Obligations or available to Lender as a matter of law, the STATUTORY POWER of SALE. Lender shall also have, as to personal property forming a part of the Collateral, all the rights and remedies of a Secured Party under the Uniform KIM 570-30 Commercial Code, including the option to proceed as to real estate and personal property separately or to proceed with respect to both together under the law relating to foreclosure of real estate mortgages. If Lender elects to proceed separately, Lender may require Borrower to make such Collateral available to Lender at a place to be designated by Lender, and unless such Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Borrower reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other intended disposition thereof is to be made. All requirements for notice with respect to the sale or disposition of personal property shall be deemed met if such notice is mailed by certified mail, postage prepaid, to Borrower at the address herein below set forth, as the same may be from time to time changed in accordance herewith, or if no such address is set forth, to Borrower's last and usual place of business, at least five (5) days before the time of the sale or disposition. In the event the Lender elects to sell real and personal property together, the giving of those notices required with respect to the foreclosure of a mortgage on real estate will be deemed to be a complete satisfaction of all notice requirements with respect to the sale of personal property. 8.3. POSSESSION. Whether or not Lender has accelerated the Obligations or commenced foreclosure proceedings, Lender shall have the right to enter upon and take exclusive possession of the Collateral and of all books, records and accounts relating thereto without notice and without being guilty of trespass, and if Borrower refuses to surrender possession, to invoke any and all legal remedies to obtain possession. Lender may hold, lease, manage, operate or otherwise use or permit the use of the Collateral, itself or by other persons, firms or entities, in such manner, for such time and upon such terms as Lender may deem to be prudent and reasonable under the circumstances, and may make such repairs, alterations, additions and improvements and take any and all other action with reference thereto, from time to time as Lender may deem necessary or desirable and any amounts thus expended and any other costs and expenses incurred in the care and management of the Collateral and in prosecuting or defending any action brought by or against Borrower or Lender arising out of Lender's possession, including without limitation reasonable attorneys' fees, shall be reimbursed to Lender, and such amount, until paid, shall be added to the principal amount of the debt secured hereby and shall bear interest at the rate from time to time charged with respect thereto. 8.4. LIQUIDATED DAMAGES. If a foreclosure sale shall occur with respect to the Collateral, Lender shall be entitled to retain an amount equal to one (1 0/6) percent of the sales price in addition to all costs and expenses allowed by law and by this Mortgage and Security Agreement as liquidated damages. 8.5. SALE IN PARCELS. If a foreclosure sale shall occur, Lender may, at its election, in the exercise of its power of sale, sell the Collateral in parcels, and said sales may be held from time to time in such order as the Lender may determine, and the power -10- 50.31 shall not be exhausted until all of said Collateral not previously released shall have been sold. 8.6. INTEREST ON SURPLUS. If a foreclosure sale or other disposition of the Collateral shall occur and if surplus proceeds shall be realized, Lender shall not be required to pay interest thereon pending distribution. 9. SUBROGATION TO RIGHTS OF PRIOR LIENS. In addition to and not in limitation of any other right or remedy which Lender may possess, Lender is hereby subrogated to the full extent of the Obligations to any and all liens, claims and demands and to the rights of the owners and holders of the same with respect to the Collateral which are paid or satisfied in whole or in part from the proceeds of the Note, and such liens, claims and demands shall be, and each of them hereby is, preserved and transferred to and hereafter shall be deemed to be held by Lender to the same extent that the same would have been preserved, transferred to and held by Lender, had they been explicitly assigned or otherwise transferred to Lender by the prior holder thereof, notwithstanding the fact that a release, discharge, acknowledgement of satisfaction or other instrument of termination may have been delivered or recorded with respect thereto, provided that a discharge of this Mortgage shall be deemed to constitute also a discharge and release of any such item as to which Lender holds title solely by virtue of its rights under this paragraph. 10. CAPTIONS, GENERAL APPLICATION OF TERMS. Captions and headings employed herein are intended for convenience of reference only and shall not be deemed to affect, modify or define in any way or otherwise be used to construe the meaning of the text. Words used in the singular shall be deemed to include the plural, and pronouns of any gender shall be deemed to include all genders as required by context. 11. INVALIDITY, SEPARABILITY, NEGATION OF USURY. The invalidity, illegality or unenforceability of any provision hereof or of any instrument, document or undertaking secured hereby or entered into in connection herewith or of any particular application thereof shall not be deemed to affect or impair in any fashion the validity, legality or enforceability of any other such provision or application and any instrument, document or undertaking containing such a provision shall continue in full force and effect and shall be interpreted so as to implement as nearly as possible the intention of the parties in the absence of such provision. In the event that any interest payment, fee, charge or other payment collected hereunder or under any instrument, document or undertaking secured hereby or entered into in connection herewith is determined, individually or in the aggregate, to be in violation of any applicable usury or other legal limitation or prohibition, such payment shall be deemed, but only to the extent of such violation, to constitute a payment against the principal amount secured hereby, effective as of the date of such payment, and if such application to principal is not sufficient to rectify any such violation, shall be refunded by Lender to Borrower upon request. 12. NOTICES. Any notice required or permitted to be given hereunder shall be deemed duly -11- 5-13Q- given if in writing and mailed, postage prepaid, certified mail, return receipt requested, if to Borrower, addressed to: Todd Brooks 110 Parker Street Winchester, Massachusetts 01887 and, if to Lender, addressed to: Robert Carp, Esq. 1215 Chestnut Street Newton, MA 02464 Borrower or Lender may change their above set forth notice address only by written notice given as aforesaid. 13. WAIVER OF STATUTE OF LIMITATIONS. Borrower hereby waives the right to assert any statute of limitations as a bar to the enforcement of the lien of this Mortgage or to any action brought to enforce the Note or any other Obligation secured by this Mortgage. 14. WAIVER OF MARSHALLING. Notwithstanding the existence of any other security interests in the Collateral held by Lender or by any other party, Lender shall have the right to determine the order in which any or all of the Collateral shall be subjected to the remedies provided herein and the right to determine the order in which any or all portions of the Obligations secured hereby are satisfied from the proceeds realized upon the exercise of the remedies provided herein. Borrower, any Guarantor, any party who consents to this Mortgage and any party who now or hereafter acquires a security interest in the Collateral and who has actual or constructive notice hereof hereby waives and shall be deemed to have waived any and all rights to require the marshalling of assets in connection with the exercise of any of the remedies permitted by applicable law or provided herein. (signatures contained on following page) -12- 5-0,33 EXECUTED as an INSTRUMENT under SEAL this—/ day of 4'% y�) L Z e,,q 4/�4 21�4= Todd. - rooks, m i ' wally and as personal guarantor Signature Page for Mortgage and Security Agreement (Wine Shop of Reading) -13- 5a3'+ CERTIFICATE OF CORPORATE VOTE This document certifies that on February 20, 2014, a special meeting of the Board of Directors of Brooks Brew and Fine Wines, LLC, Inc., was held at the Corporation's offices at 110 Parker Street, Wilmington, MA. All members of the Corporation's board of directors being present and voting, it was unanimously voted A) To purchase the assets of the Wine Shop of Reading (corporate name: Reading Fine Wines, LLC.) B) To sign the necessary licenses and petition for transfer of the current licensee to Brooks Brew and Fine Wines, LLC., and any other necessary documents both pre and post sale to document the transaction. C) To Pledge the corporate stock, inventory and allow a lien on all assets as security for the repayment of the note held by the seller for part of the purchase price of the Wine Shop of Reading. D) To appoint Todd Brooks as the Manager of Record of the new entity and as principal representative. I, the undersigned, certify that this is a true copy. W/ A" /-1 Manager and Secretary d ,2., 1A iy Date 5x35 5 a3la ASSET PURCHASE AGREEMENT By and Among Robert Carp, Esq. The Seller And Todd Brooks The Buyer Dated as of April 1, 2014 5-0� ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT is dated as of the I" Day of April, 2014, by and among Reading Fine Wines, LLC. a Massachusetts business corporation with an address at 676 Main Street, Reading, Massachusetts (the "Seller" and Todd Brooks, an individual with an address of 110 Parker Street, Wilmington, Massachusetts, or his nominee as permitted herein (the "Buyer" The Seller desires to sell the assets of the business (hereinafter referred to as "Assets ") known as Wine Shop of Reading (the "Business "), which Business and assets are located at 676 Main Street, Reading, Massachusetts (the "Premises "), and which shall include, but not be limited to, those items as set forth on the attached Exhibit A, to the Buyer, and the Buyer desires to purchase the Assets of the Seller, upon the terms and subject to the conditions contained in this Agreement. NOW, THEREFORE, in consideration of the mutual promises and agreements set forth herein, the parties hereto agree as follows: ARTICLE 1 PURCHASE AND SALE OF ASSETS Section 1.01. Purchase and Sale. Subject to the terms and conditions set forth in this Agreement, the Sellers agree to sell to the Buyer, and the Buyer agrees to purchase from the Seller, at the Closing referred to in Article 2 of this Agreement, all of the Assets in exchange for the payment of the Purchase Price as described below. Section 1.02. Calculation and Delivery of Purchase Price. The total purchase price for the Assets (excluding Inventory) is Two Hundred Fourteen Thousand ($214,000.00) Dollars (such aggregate amount, the "Purchase Price "), together with an additional amount equal to the book value of the Inventory of the Business as of the Closing Date payable pursuant to Section 1.05 and Article 3 hereof, and the addition of the security deposit to the landlord of Ten Thousand Dollars ($10,000). Section 1.03. Title: Said Assets are to be conveyed by a good and sufficient bill of sale, running to Buyer (or to a nominee so designated by Buyer in accordance herewith) conveying a good and clear record and marketable title thereto, free from encumbrances. The bill of sale shall be in the form attached and marked Exhibit D. The Seller agrees to execute such additional documents as are reasonably required to vest title and rights in Buyer, when requested, which may be after the closing. The Assets shall be delivered at the time of closing in the same condition as of the date hereof, reasonable wear and tear excepted. Section 1.04 Allocation of Purchase Price. The Purchase Price shall be allocated amongst the Assets subsequent to the date hereof but prior to Closing, as reasonably determined by agreement of Buyer's and Seller's accountants using generally accepted accounting methods and with the objective of providing Buyer and Seller with the most mutually beneficial allocation practical. Seller and Buyer agree to execute at closing IRS Form 8594, properly completed. Section 1.05 Inventory. Not sooner than three (3) days prior to Closing, Buyer and Seller shall dedicate sufficient time to conduct a full inspection of the resale food, beverage and supply inventory (the "Inventory") to determine the actual book value thereof as of the week of Closing. Such amount shall be part of the Purchase Price and shall be paid at Closing. Section 1.06 Deposit. Buyer deposited $1,000.00 with the Offer, and has deposited an additional $20,400.00 towards the Purchase Price at the time of signing this Agreement (collectively the "Deposit') to be applied against the Purchase Price at Closing. The Deposit 5x38 shall be held in escrow, in the escrow account of Keller Williams, as escrow agent, subject to the terms hereof. The Deposit shall be duly accounted for at the time of Closing. In the event of any material disagreement between Buyer and Seller, the escrow agent shall retain said Deposit pending instructions mutually given by the Buyer and the Seller, or by a Court of competent jurisdiction, or may deposit the Deposit in an appropriate court in the Commonwealth of Massachusetts and therein commence an action for interpleader or action of similar nature, and the Escrow Agent shall cease to have any other obligations or liabilities hereunder with respect to the funds so deposited. Section 1.07 Buyer's Default Damages. If the Buyer shall fail to fulfill the Buyer's agreements herein, the Deposit made hereunder by the Buyer shall be retained by the Seller as liquidated and exclusive damages for breach of this Agreement by the Buyer, which shall be Seller's sole remedy at law or in equity. Buyer acknowledges that the actual damages in the event of Buyer's default would be difficult to ascertain and that the Deposit (together with interest) is a reasonable forecast of Seller's damages, and is an acceptable method to establish same, regardless of the amount of any subsequent sale price that Seller may receive to sell the Assets after Buyer's default hereunder. Section 1.08 Due Diligence. Buyer has had the opportunity to perform such due diligence, inspections and investigations of the Assets, Business, Premises, Lease and Seller's financial records and documentation, and has accepted all documents, financial statements, vendor's bills, receipts and any and all financial instruments as acceptable. ARTICLE 2 CLOSING Section 2.01. Time and Place. The closing of the sale and purchase of the Assets (the "Closing" shall be held at the offices of the Seller's attorney within seven (7) days after Buyer has obtained such permits necessary to operate the Business as presently operated. The date on which the Closing is actually held hereunder is sometimes referred to herein as the Closing Date. It is agreed that time is of the essence. At the Closing, any nominee designated by the Buyer to take title to the Assets succeeds to the rights of Buyer under this Agreement, provided Buyer guarantees such nominee's faithful performance with any and all obligations of Buyer hereunder, which guarantee shall survive closing. Section 2.02. Seller Closing Deliveries. At the Closing, in addition to any other instruments or documents referred to herein, Seller shall deliver the following: 0) A bill of sale as set forth as Exhibit D and any other necessary assignment documents transferring and assigning the Assets to Buyer, free and clear of all encumbrances, liens, security interests, and indebtedness of whatever nature; (ii) Corporate votes /resolutions of Seller, certified by its Secretary, authorizing this Agreement and the transactions contemplated by this Agreement; (iii) A Certificate of Good Standing from the Massachusetts Secretary of the Commonwealth for Seller dated not more than thirty (30) days prior to the Closing; (iv) A certificate of payment/good standing from the Commissioner of Revenue pursuant to Massachusetts General Laws chapter 62C, Section 44(a) and a waiver of tax lien pursuant to Massachusetts General Laws chapter 62C, Section 52; (v) Such other documents, instruments and agreements as are required by this Agreement, or that 50q Buyer may reasonably request to effectuate same. (vi) A valid assignment of the current lease with the same terms and dates as are currently in effect. Section 2.03. Buyer Closing Deliveries. On the Closing Date, Buyer will deliver the following to Seller: (i) The Purchase Price; (ii) An Assumption Agreement in form reasonably acceptable to the Seller with respect to the Assumed Liabilities as Exhibit B, if any; (iii) Such other documents, instruments and agreements as are required by this Agreement, including a two year, fixed rate note for $194,000, paid monthly with interest only, which will mature in two (2) years from the date of its signing. Section 2.04 Extension/Cancellation. Notwithstanding the time for performance as set forth at Section 2.01, should there be pending or threatened litigation against Seller by any Wine Shop of Reading creditor of Seller, as of the time for performance or should all of the Conditions Precedent not have been satisfied or should any of Seller's representations and warranties not be accurate as of the Closing Date or Seller shall not have fully performed under this Agreement, or if Seller is unable to perform as of the Closing Date, then Buyer and Seller shall extend the time for performance a reasonable time given the circumstances but in no event for longer than thirty (30) days, during which time the parties shall use reasonable efforts to perform in accordance with the terms and provisions hereof. If at the expiration of any extended time circumstances causing the extension shall not have been satisfied, Buyer may either accept such title as Seller can convey, or Buyer or Seller may cancel this Agreement, in which event this Agreement shall be null and void and all deposits shall be forthwith refunded. Seller shall not be obligated to spend in excess of $3,000 in satisfying the Conditions Precedent or otherwise using reasonable efforts to perform in accordance herewith, exclusive of the payment of taxes and payoff of liens necessary to clear title to the Assets. Section 2.05 Adjustments. Water and sewer use charges, telephone bills, heating fuel, rent and additional rent, property taxes and similar charges and adjustments shall be made and apportioned as of the Closing Date. If the amounts of any such obligations are not known at the time of Closing, they shall be apportioned on the basis of the prior billings with a reapportionment as soon as the actual billings can be ascertained. ARTICLE 3 PURCHASE PRICE PAYMENT At Closing, the Buyer shall pay Seller the Purchase Price as follows: 1. Buyer has deposited $1,000.00 with the Escrow Agent with the Offer; 2. Buyer has deposited an additional $20,400.00 with the Escrow Agent simultaneously, and as a precondition to, execution and enforceability of this Agreement; and 3. At the Closing Buyer shall pay the balance $28,600, by bank check, certified check or wire transfer. The buyer will be issued a note for $204,000 at rate of 6.5% interest only for two years, at which time the entire principal will be payable. Buyer shall pay value of the Inventory to Seller pursuant to Section 1.05. 5a40 ARTICLE 4 REPRESENTATIONS AND WARRANTIES OF THE SELLERS As a material inducement to Buyer to enter into this Agreement and consummate the transactions contemplated hereby, the Seller represents to the Buyer as follows: Section 4.01 Rights to Sell Outstanding Assets; Approvals; Binding Effect. Seller has obtained all necessary authorizations and approvals to sell the Assets. This Agreement has been duly executed and delivered by the Seller and will constitute the legal, valid and binding obligation of the Seller enforceable against the Seller in accordance with its terms, except as the enforceability thereof may be limited by any applicable bankruptcy, reorganization, insolvency or other laws affecting creditors rights generally or by general principles of equity. Seller shall use good faith in performing its obligations hereunder. Section 4.02 Title to Assets. As of this date and as of the Closing Date, Seller has and shall have a good title to the Assets being conveyed by the terms of this Agreement and will transfer all such Assets to the Buyer at Closing free and clear of all liens, encumbrances or defects and title to such property shall be so good and clear. Section 4.03 Liabilities. The parties agree no liabilities, debts or obligations of Seller are included in this purchase except as may be specifically listed on the attached Exhibit B, or as may otherwise be specifically assumed by Buyer by separate document executed by the parties at or prior to Closing. Section 4.04 Legal Existence. The Seller is a duly organized business corporation, validly existing under the laws of the Commonwealth of Massachusetts, and is in good standing with the Massachusetts Secretary of State and Department of Revenue. Section 4.05 Governmental Authority. The Seller currently holds all necessary governmental licenses, approvals and permits to operate and to carry on its business as is now being conducted at the Premises. Such licenses and/or permits are in good standing and none have been suspended at any time as of the date of this Agreement. There are no threats or complaints or pending actions known to Seller that could adversely affect or result in loss, suspension or revocation of any such licenses, approvals or permits of Seller. Seller is qualified to do business in all jurisdictions in which it conducts business as of the date of this Agreement to the extent it is required to be so qualified, and shall be so qualified as of the Closing Date. Section 4.06. Claims. There are no known, threatened or pending claims, liens, cease and desist orders, enforcement orders, governmental admonitions or warnings, complaints or litigation by any person or entity against Seller relative to the business that Seller conducts or involving the Assets being sold hereunder. Section 4.07 Taxes and Tax Returns. Seller has filed all federal, state, county and local tax returns required to be filed by it as of the date of this Agreement, including but not limited to those with respect to income, withholding, social security, unemployment, franchise, bulk sales, excise taxes, use taxes and sales taxes, and no taxes or assessments are delinquent, as applicable. All tax obligations of the Seller have been paid within their due dates as same may have been extended on valid extensions. Section 4.08 Deleted. Section 4.09 Conformity. To Seller's knowledge the Business conducted by Seller at the Premises is in conformity with applicable regulations, statutes and governmental orders and shall remain in conformity through Closing. Section 4.10 Trademarks, Proprietary Rights, Etc. To Seller's knowledge, the Business being conducted by Seller, and the Assets, do not violate or infringe upon any trade names, trade secrets, patents, trademarks or other proprietary rights of any person; all business is being conducted by Seller exclusively and there are no private licenses or other rights granted by others to Seller that have expiration dates or that might be canceled as a consequence of this sale from Seller to Buyer; no exclusive right to sell product relationship has an expiration date or may be canceled as a consequence of this sale from Seller to Buyer. 5 a41 Section 4.11 Inventories. All of the Inventory items included in the sale are, and, as of the Closing, will be, of a quality and quantity saleable in the ordinary course of the Business. No Inventory items will be sold or disposed of except through sales in the ordinary course of business at profit margins consistent with the experience of Seller in prior years. Section 4.12 Subsidiaries. Seller has no subsidiaries or other business interests as would impair the transferability of the Assets being the subject of this Agreement. Section 4.13. Deleted. Section 4.14 Condition of Assets. The parties agree the Assets are presently in good repair and condition, and shall be in the same condition at the time of Closing, sales of inventory made in the ordinary course of business, reasonable wear and tear, and casualty loss only excepted. Within seven (7) days prior to closing Buyer shall inspect the Premises with reasonable advance notice to Seller to confirm the condition of the Assets is consistent herewith. After such inspection, Buyer shall accept the Subject Assets at the closing "as is" and "as found ", except as otherwise set forth in this Agreement. Section 4.15 Covenants of Seller. Seller hereby covenants and agrees that: a. At Closing, Seller shall provide Buyer with a good standing certificate, pursuant to the Massachusetts Revenue Code, issued by the Massachusetts Department of Revenue. b. From the date hereof until the Closing, Seller will maintain inventory of a quality and quantity consistent with historical practices; maintain its existence in good standing; maintain the general character of its business and conduct its business in its ordinary and usual manner; maintain proper business and accounting records; maintain the Premises in its current condition, ordinary wear and tear excepted only; maintain in all material respects presently existing insurance coverage; use all reasonable efforts to preserve its business organization intact and to preserve its good will and licenses, customers, and others having business relationships with it and properly and timely pay all creditors. c. From the date hereof until the time of closing, Seller shall not mortgage, pledge or subject to lien or other encumbrance any of the Assets; and shall not enter into any material agreement, contract or commitment other than in the ordinary course of business. d. Seller shall conduct its business only in the ordinary course, and shall refrain from making any purchase, sale or disposition of any asset or property other than in the ordinary course of business. e. Seller will, as requested by Buyer, use good faith efforts to assist Buyer in its efforts to secure a new lease for the Premises from the landlord/owner of the Premises. Such good faith efforts shall include reasonable communications between Seller and the Landlord. In the event the landlord/owner of the leased premises will not provide a lease under the current terms to the Buyer, this deal is null and void, and all deposits and interest will be returned to the Buyer promptly. f. Seller shall use good faith efforts to assist the Buyer, as requested, in the transfer of the Seller's licenses and approvals needed for the operation of the Business by the Buyer. Such good faith efforts shall include reasonable assistance with applications to local and state authorities and communication with government officials. 4.16 Noncomuetition. Seller shall sign a Non - Compete Agreement at Closing, agreeing that Seller shall not, for one year and within five miles of the Town of Reading, Massachusetts, compete with the Business in the retail sale of alcohol either working for themselves or for others. 6 S 0,4 ;( ARTICLE 5 REPRESENTATIONS AND WARRANTIES OF THE BUYER As a material inducement to Seller to enter into this Agreement and consummate the transactions contemplated hereby, the Buyer represents and warrants to the Seller as follows: Section 5.01 Authority of Buyer. The Buyer has full power and authority to enter into this Agreement and to perform its obligations hereunder. There are no proceedings, judgments, litigation or other matters which are now pending or threatened against Buyer or any nominee which will adversely affect the consummation of the transaction herein contemplated or Buyer's business operations. Buyer may assign all of his rights hereunder to a nominee organized for this purpose, and of which the Buyer is the principal, provided the Buyers shall remain bound to guarantee performance of the obligations as "buyer" hereunder, and in the event said nominee is a business organization then Buyer shall provide reasonable documentation evidencing the good standing and due authority of said nominee and its agents. Buyer shall notify the Seller at least two (2) weeks prior to Closing of the nominee so named. Section 5.02 Ability to Perform. The Buyer has sufficient available funds to perform in accordance with the terms hereof, and in accordance with the dates set forth herein. Buyer shall use good faith in performing its obligations hereunder. Buyer's obligations hereunder are not contingent or conditioned upon securing financing of the Purchase Price. Section 5.03 Covenants of Buyer. Buyer hereby covenants and agrees that: a. Buyer will use good faith, diligent efforts to secure, prior to sixty (60) days from the date hereof, a new lease for the Premises from the landlord/owner of the Location, time being of the essence. In the event the landlord/owner and the Buyer can not come to terms suitable in the sole discretion of the Buyer, this deal is null and void, and all deposits and interest will be returned to the Buyer promptly. b. Buyer shall use good faith, diligent efforts to apply for, pursue and obtain such permits, licenses and approvals as are necessary, customary and/or incidental to operate the Businesses at the Premises as presently operated. ARTICLE 6 CONDITION PRECEDENT TO BUYER (S) OBLIGATIONS The obligation of the Buyer to consummate the Closing shall be subject to the satisfaction at or prior to the Closing of each of the following conditions (to the extent noncompliance is not waived in writing by the Buyer): Section 6.01. Representations and Warranties True at Closing. The representations and warranties made by the Seller in this Agreement shall be true and correct in all material respects at and as of the Closing Date with the same effect as though such representations had been made or given at and as of the Closing Date. Section 6.02. Compliance with Agreement. The Seller shall have performed and complied with, in all material respects, all of its obligations under this Agreement to be performed or complied with by them on or prior to the Closing Date. Section 6.03. Liquor License; Permitting. The Closing is contingent upon Buyer having obtained approval for a retail liquor license, and such other license, permits and approvals, issued by the Town of Reading and/or the Alcoholic Beverages Control Commission (ABCC) as 5a necessary to operate the Business at the Premises as currently operated. If the Buyer is unable after diligent efforts to obtain such license approval, this deal will be null and void and all deposits and interest will be returned promptly to the Buyer and no party shall have further recourse in law or in equity. Section 6.04. No Material Adverse Change. From the date of this Agreement to the Closing, there shall not have occurred any material and adverse change to the Assets which materially impairs the ability to conduct business or the earning power thereof on the same basis as of this date. Section 6.05. Proceedings and Documents Satisfactory. All proceedings in connection with the transactions contemplated by this Agreement and all certificates and documents delivered to the Buyer in connection with the transactions contemplated by this Agreement shall be reasonably satisfactory in all respects to the Buyer and the Buyer's counsel, and the Buyer shall have received the originals or certified or other copies of all such records and documents as the Buyer may reasonably request. Section 6.06 Real Estate Lease. This Agreement is contingent upon the Buyer obtaining a new lease for the Premises within sixty (60) days from the Date of this Agreement. If the Buyer is unable to obtain such new lease, and upon notice to the Seller as called for herein by 8:00 P.M. of the sixtieth (60'') day of Buyer's inability to obtain such new lease and Buyer's decision to terminate the Agreement, this Agreement shall be null and void and the Deposit shall be returned to the Buyer without deduction, and there shall be no further recourse between the parties, at law or in equity. Section 6.07 Reasonable Access. From this date onward, Buyer and Buyer's agents shall have the opportunity to inspect the Assets and Premises for the purposes of equipment inspection, and to show the property to contractors to take measurements and the like, at reasonable times and a reasonable number of times, and upon at least 24 hours advance notice to Seller, but in any event such access shall not materially interfere with the conduct of Seller's business in so doing. All access by the Buyer or Buyer's agents or representatives shall be at Buyer's sole risk and expense, and Buyer shall indemnify and hold Seller harmless from and against any damage or injury to property or person that shall occur by virtue of Buyer and/or his agents or representatives access to the Premises. This provision shall survive closing or earlier termination/expiration of this Agreement. ARTICLE 7 CONDITIONS PRECEDENT TO THE SELLERS OBLIGATIONS The obligation of the Seller to consummate the Closing shall be subject to the satisfaction, at or prior to the Closing, of each of the following conditions (to the extent noncompliance is not waived in writing by the Seller): Section 7.01. Representations and Warranties True at Closing. The representations and warranties made by the Buyer in this Agreement shall be true and correct in all materials respects at and as of the Closing Date, with the same effect as though such representations and warranties had been made or given at and as of the Closing Date. Section 7.02. Compliance with Agreement. The Buyer shall have performed and complied in all material respects with all of its obligations under this Agreement that are to be performed or complied with by it at or prior to the Closing. Section 7.03. Proceedings and Documents Satisfactory. All proceedings in connection with the transactions contemplated by this Agreement and all certificates and documents delivered to the Seller in connection with the transactions contemplated by this Agreement shall be 8 5 aq4 satisfactory in all reasonable respects to the Seller and their counsel, and the Seller shall have received the originals or certified or other copies of all such records and documents as the Seller may reasonably request. Section 7.04. Liquor License Transfer. Buyer shall have received approval for a retail liquor license issued by the Town of Reading and the Alcoholic Beverages Control Commission (ABCC) as necessary to operate the Business at the Premises. ARTICLE 8 CERTAIN TRANSITIONAL MATTERS Section 8.01. General. Seller shall be responsible for filing all tax returns for the period through the Closing Date. Any accrued tax liabilities through the Closing Date remain the responsibility of the Seller. Section 8.02 Seller's Transitional Assistance. Seller agrees to cause the current owners to be reasonably available for a period of one (1) week following the Closing, at the Premises upon request, and at reasonable times and for reasonable periods to answer questions and provide advice as may be requested by Buyer. Section 8.03 Employees. (a) Seller shall terminate all of its employees effective as of the Closing Date and Buyer shall not assume or have any obligations or liabilities with respect to such terminations, including, without limitation, any severance obligation. Seller acknowledges and agrees that Buyer has the right to interview and discuss employment terms and issues with such employees prior to and after the Closing. Recognizing the valuable contribution of the present employees of the Business to its continuity through and after the Closing Date, Seller agrees to consult with Buyer in a timely manner regarding any proposed staffing changes prior to the Closing, including, but not limited to, hourly pay rates, schedules of hours and days worked or any other conditions of compensation or employment. (b) Seller shall pay all wages and the cost of all fringe benefits provided to its employees (if any) which shall have become due for work performed as of and through the Closing Date, and Seller shall collect and pay all taxes in respect to such wages and benefits. ARTICLE 9 INDEMNIFICATION Section 9.01. Indemnity by the Seller. From and after the Closing, the Seller agrees to defend, indemnify and hold the Buyer harmless from and against the aggregate of all losses, costs, deficiencies, liabilities and damages (including reasonable attorney(s) fees and costs) incurred or suffered by the Buyer, as a direct result of: (a) Non - payment of any accounts payable, tax or any other obligations in respect of the Business (other than the liabilities specifically assumed by Buyer set forth on Exhibit B attached hereto) and incurred during Seller's operation of the Business prior to the Closing. 5x45 (b) Any breach of any representation or warranty contained in this Agreement or any certificate delivered pursuant hereto made by Seller. (c) Any breach or default by the Seller of any covenant, obligation or undertaking contained in this Agreement. (d) Non - payment of any payment obligation, accounts payable, or tax obligations now accrued or later accrued or accrued on the books of Seller. (e) Any demands, proceedings, actions, causes of action and/or lawsuits, now pending or threatened against Seller. (f) Any employment agreements or promises made to employees of Seller. (g) Any accrued liabilities or claims for worker's compensation, retirement plans, bonus plans, employee stock option agreements, or health insurance claims or deductibles. Section 9.02. Indemnity by the Buyer. From and after the Closing, the Buyer agrees to defend, indemnify and hold the Seller harmless from and against the aggregate of all losses, costs, deficiencies, liabilities and damages (including reasonable attorney fees and costs) incurred or suffered by the Seller, as a direct result of: (a) Non - payment of any accounts payable, tax or any other obligations in respect of the Business and incurred during Buyer's operation of the Business from and after the Closing. (b) As to any of the Assumed Liabilities as listed on Exhibit B, for which Buyer assumes responsibility; and (c) Any breach of any representation or warranty contained in this Agreement or any certificate delivered pursuant hereto made by Buyer. (d) Any breach or default by the Buyer of any covenant, obligation or undertaking contained in this Agreement; (e) Any demands, proceedings, actions, causes of action and/or lawsuits, now pending or threatened against Buyer. (f) Any employment agreements or promises made to employees of Buyer, for employment from and after the Closing Date. The indemnification provisions of this paragraph shall survive the Closing herein for a period of two (2) years. ARTICLE 10 GENERAL Section 10.01. Survival and Materiality of Representations and Warranties. The representations and warranties of the parties hereto contained in this Agreement or otherwise made in writing in connection with the transactions contemplated hereby (in each case except as affected by the transactions contemplated by this Agreement) shall survive the Closing and the consummation of the transactions contemplated hereby for a period of two (2) years. Section 10.02. Notices. All notices, demands and other communications hereunder shall be in writing or by written telecommunication, and shall be deemed to have been duly given if delivered personally or if mailed by certified mail, return receipt requested, postage prepaid, or if sent by overnight courier, or sent by written telecommunication, to the addresses listed on the first page of this agreement, with a copy to: If to Buyer: Todd Brooks, P.O. Box 2923, Acton, MA 01720 10 5M� If to Seller: Robert Carp, Esq., 1215 Chestnut Street, Newton, MA 02464. Section 10.03. Entire Agreement. This Agreement (including the exhibits and schedules hereto) contains the entire understanding of the parties, supersedes all prior agreements and understandings relating to the subject matter hereof and shall not be amended except by a written instrument hereafter signed by all of the parties hereto. Without limiting the generality of the foregoing, each of the Sellers and the Buyer acknowledges that no party hereto is making any representation or warranty relating to the subject matter of this Agreement except as expressly set forth in this Agreement. Section 10.04. Governing Law. The validity and construction of this Agreement shall be governed and construed and enforced in accordance with Laws of the Commonwealth of Massachusetts. Section 10.05. Sections and Section Headings. The headings of sections and subsections are for reference only and shall not limit or control the meaning thereof. Section 10.06. Assigns This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and permitted assigns. Except as provided elsewhere herein, neither this Agreement nor the obligations of any party hereunder shall be assignable or transferable by such party without the prior written consent of the other party hereto; provided, however, that nothing contained in this Section shall prevent the Buyer, without the consent of the Seller, (a) from transferring or assigning this Agreement or its rights or obligations hereunder to another entity controlling, under the control of, or under common control with the Buyer, provided the Buyer guarantees the performance by the assignee or nominee, or (b) from assigning all or part of its rights or obligations hereunder by way of collateral assignment to any bank or financing institution providing financing for the acquisition contemplated hereby. Section 10.07. Severability. In the event that any covenant, condition, or other provision herein contained is held to be invalid, void or illegal by any court of competent jurisdiction, the same shall be deemed to be severable from the remainder of this Agreement and shall in no way affect, impair or invalidate any other covenant, condition or other provision contained herein. Section 10.08. Further Assurances. The parties agree to take such reasonable steps and execute such other and further documents as may be necessary or appropriate to cause the terms and conditions contained herein to be carried into effect. Section 10.09. No Implied Rights or Remedies. Except as otherwise expressly provided herein, nothing herein expressed or implied is intended or shall be construed to confer upon or to give any person, firm or corporation, other than the Sellers and the Buyer, any rights or remedies under or by reason of this Agreement. Section 10.10. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Section 10.11. Construction. The language used in this Agreement will be deemed to be the language chosen by the parties to express their mutual intent, and no rule of strict construction will be applied against either party. Without limiting the generality of the foregoing, the language in all parts of this Agreement shall in all cases be construed as a whole according to its fair meaning, strictly neither for nor against any party hereto, and without implying a presumption that the terms thereof shall be more strictly construed against one party by reason of the rule of construction that a document is to be construed more strictly against the Person who drafted the same. It is hereby agreed that representatives of both parties have participated in the 5a41 preparation hereof. Section 10.12 Confidentiality and Disclosure. The Buyer and Seller shall mutually approve all public disclosures of the existence of this Agreement and its terms and this transaction, except for those disclosures that are required by law. Neither party shall communicate to third parties in a manner which discredits or damages the other party. Nevertheless, this provision shall not prevent the Buyer from engaging in due inquiry or seeking approvals and permits or proceeding with activities related to the purchase. Section 10.13 Venue. The Buyer and Seller agree that, in the event of suit, action or proceeding regarding enforcement of this Agreement, such suit, action or proceeding shall be brought in the Commonwealth of Massachusetts, or the federal courts in the Massachusetts. Section 10.14 Bulk Sales Law. Buyer hereby waives compliance by Seller with any applicable bulk sales law and Seller agrees to make full and timely payment when due of all amounts owed by Seller to its creditors for all obligations and liabilities arising from the period of Seller's ownership and operation of the Business, excluding those accounts or debts disclosed to Buyer for inventory and stock ordered prior to the Closing Date, but not received by the Business until post - closing, and for which appropriate adjustment has not been made in the Purchase Price. Section 10.16 No Partnership or Joint Venture. Nothing herein contained shall be construed to create a partnership or joint venture between Seller and Buyer, or render the Seller in any way responsible for the debts or losses of the Buyer, before or after Closing. (SIGNATURE PAGE FOLLOWS) 12 5oR Exhibit A Assets Exhibit B Liabilities Assumed Exhibit C Seller's Lease Exhibit D Bill of Sale LIST OF EXHIBITS 14 509 Exhibit A — Assets (included) All alcohol, beverage, food, tobacco and lottery licenses held by the Seller Business name Signs Fixtures Furniture Appliances Equipment Computers Accounting books and records Customer lists Advertising materials Assets (excluded) Cash Accounts Receivable Rental Prepayments/Deposits Trade Accounts Receivable for the period prior to the Closing (ie. checks and notes) Credit card receivables for transactions completed prior to the Closing Date Stock and investments in the name of Seller Insurance refunds Prepaid vendor or contractor deposits 15 5a5C Exhibit B — Liabilities Assumed Real Estate Lease —Lease for 676 Main Street, Reading, MA Employment Agreements —None 16 501 Exhibit D —Bill of Sale BILL OF SALE OF PERSONAL PROPERTY KNOW ALL MEN BY THESE PRESENTS THAT Entity to be named. (Grantor) IN CONSIDERATION OF $ 214,000 PAID BY Todd Brooks (Grantee) the receipt whereof is hereby acknowledged, do hereby grant, sell, transfer, and deliver unto the said Grantee the goods and chattels as listed on Exhibit A, which is attached hereto and incorporated herein by reference, with full WARRANTY OF TITLE. To have and to hold all and singular the said goods and chattels to the said Grantee, its executors, administrators, successors and assigns to its own use and behoof forever. And Grantor does hereby covenant with the Grantee that Grantor is the lawful owner of the said goods and chattels; that they are free from all title encumbrances, that Grantor has good right to sell the same as aforesaid; and that Grantor shall warrant and defend the same against the claims and demands of all persons. IN WITNESS WHEREOF, the said Grantor hereunto sets his hand and seal this day of W,2, j % , 2014. Signed and Sealed in the Presence of Entity to be named �/' lO ►� -�c�ss By: 4MAS '6iew ►e IWnes LLC 18 5053 ASSIGNMENT OF LEASE THIS ASSIGNMENT OF LEASE ( "Assignment ") is made by and between Reading Fines Wines, LLC., a Massachusetts corporation d/b /a The Wine Shop of Reading ( "Assignor ") and Brooks Brew and Fine Wines, LLC., a Massachusetts corporation ( "Assignee "). RECITALS WHEREAS, Assignor is the Tenant under the Retail Lease Agreement, dated November 11, 2010, , between Assignor and Boston Reading, LLC., for the premises ( "Premises ") having an address of 676 Main Street, Reading, MA 01867 ( "Lease "); WHEREAS, Assignor has agreed to sell its business conducted on the Premises and assign the Lease to Assignee in accordance with this Assignment and other agreements between Assignor and Assignee; and NOW, THEREFORE, in consideration of the foregoing premises, mutual covenants herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by each party to the other, it is agreed as follows: 1. Incorporation of Recitals. The foregoing Recitals are incorporated by reference the same as if fully set forth herein. 2. Assignment and Assumption of Lease. Assignor hereby assigns, sets over and transfers to Assignee all of Assignor's right, title and interest in, to and under the Lease. A true and correct copy of the Lease is attached hereto and made a part hereof as Exhibit "A ". Assignee hereby accepts this Assignment and assumes and agrees to fulfill all tenant obligations, terms and conditions of the Lease from this date forward for the remainder of the term thereof to the same extent as if it had been the original tenant under the Lease. This assignment of the Lease also includes the transfer of the security deposit referenced therein. Assignor hereby releases unto Assignee all of Assignor's right, title and interest in the deposit. Landlord shall continue to hold the deposit as security for the faithful performance of the Lease. Assignee shall as part of the assignment and assumption provide a personal guaranty from Todd Brooks, in form and substance the same as previously provided by Assignor. Landlord shall release and cancel the personal guaranty originally provided by Assignor to Landlord. 3. Conditional Assignment of Lease. Assignee acknowledges that this Assignment is made subject to the Addendum to Lease Agreement among the Landlord, Boston Reading, LLC. and Wine Shop of Reading, LLC. which is also attached to the Lease. The Conditional Assignment remains in full force and effect and that by this Assignment, Assignee shall be bound by all terms and conditions thereof to the same extent as if Assignee signed the document in the same capacity as Assignor did at the time of execution of the Conditional Assignment. 4. Warranty. Assignor represents and warrants to Assignee that it has good and marketable title to the Lease, free and clear of all liens and other encumbrances, restrictions, conditions, agreements, charges and encumbrances. Assignor agrees to warrant and defend title to the Lease unto Assignee, 5 a5u its successors and assigns, against all persons and parties whomsoever. 5. Landlord's Rights Under this Assignment. Assignor and Assignee agree that Landlord shall have a right to rely upon the representations and warranties contained herein and to enforce the terms and conditions hereof as it deems appropriate. Assignee further agrees and acknowledges that all equipment, fixtures and other improvements placed on or installed in the Premises from time to time, including, but not limited to, walk -in refrigeration if any, freezers, HVAC, stove and hood ventilation systems, all other appliances, and ceiling fans, shall remain on the Premises and become the property of Landlord upon the expiration or termination of the Lease. Any other personal property and furniture not removed on or before the last day of the term of the Lease shall be considered abandoned and automatically become the property of Landlord. In the alternative, at Landlord's election Tenant shall remove any or all of the foregoing in accordance with written instructions from Landlord. 7. Notices. All notices to Tenant under the Lease and this Assignment shall be addressed to Assignee and sent to the Premises or otherwise in the manner as provided therein. 8. Execution in Counterparts. This Assignment may be executed in counterparts, each of which shall be an original and all of which taken together shall constitute one and the same assignment. Executed to be effective as of the 24- day of �p )IC Iji , 2014. (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK. SIGNATURES OF PARTIES AND CONSENT TO ASSIGNMENT APPEAR ON FOLLOWING PAGES.) 2 5055 ASSIGNOR: Reading in Wine LC. By: As its-President ) Print Name: 0 7( -A Signed on March , 2014 5 a5cD ASSIGNEE: Brooks Brew and Fine Wines, LLC. a Massachusetts Corporation By:� / ly Todd Broo s As its President Print Name: A-M �f ...:.. As Individual Guarantor Signed on March 21�' , 2014 4 5a5l RETAIL LEASE AGREEMENT As of the Execution Date set forth in Schedule 1 hereto, Boston Reading LLC, a Massachusetts limited liability company ( "Landlord "), hereby leases to the tenant designated in Schedule 1 ( "Tenant "), the Premises described in Schedule 1 (the "Premises ") for a lease term commencing on the Lease Start Date set forth in Schedule 1 and for the period through and including the Lease End Date designated in Schedule 1 (the "Lease Term "). Section 1. Rent. The annual rent shall be the amount described in Schedule 1 ( "Annual Rent "). The monthly rent ( "Rent') shall be 1/12 of the Annual Rent, as described in Schedule 1, shall be payable, in advance, on the first day of each successive month commencing on the Lease Start Date and continuing on the first day of each successive month thereafter until the month in which the Lease End Date occurs, as set forth in Schedule 1. Rent for the first calendar month and any partial month occurring at the commencement of this Lease shall be paid concurrently with the execution of this Lease. Rent for the partial month shall be prorated with 1 /30th of the applicable Rent paid for each calendar day in such partial month. The Rent shall be paid to Landlord at its address set forth in Schedule 1, or at such other place, as Landlord shall notify Tenant in writing. Section 2. Additional Rent. The real estate taxes ( "Taxes ") for the Initial Tax Year set forth in Schedule 1 are included in the Annual Rent. Tenant covenants and agrees to pay Landlord as additional Annual Rent, with respect to each tax year or portion thereof after the Initial Tax Year, Tenant's Percentage, as set forth in Schedule 1 ( "Tenant's Percentage "). of the amount, if any, by which the Taxes on Landlord's Property, as described in Schedule 1 ( "Landlord's Property "), for the new tax year in question exceed the Taxes upon Landlord's Property for the Initial Tax Year. A "tax year" shall mean the twelve (12) consecutive month period commencing each January 1 during the Lease Term. The term 'Taxes" as used herein shall include all taxes and special assessments of every kind and nature assessed by any governmental authority. If any amount shall be payable by Tenant under this Section, then Landlord shall give written notice advising Tenant of such amount, Tenant shall pay to Landlord the pro rated portion of such excess for any period of time occurring prior to such written notice, and the Rent shall be increased by 1/12th of such increase in the Taxes. If this Lease shall terminate prior to the end of a tax year, then Tenant shall pay to Landlord a prorated portion of the amount due for the full tax year, based on the number of days of such tax year which have expired by the date of termination hereof. Section 3. Utilities. Tenant is responsible for the costs of all utilities and services serving the - Premises except those specifically described in Schedule 1. Utilities and services shall include but not be limited to heat, water and sewer, hot water, electric, gas, oil, telephone, trash storage and removal, and any other utility and service. If the Premises share any utility or service with any other leased space at Landlord's Property, then Tenant's obligation to pay such costs of utilities and services shall be appropriately prorated. Section 4. Security Deposit. Simultaneously with the execution and delivery hereof. Tenant has by cash or certified check paid to Landlord a security deposit in the amount set forth in Schedule 1 (the "Security Deposit "). The Security Deposit will not earn interest. Within ten (10) days after the termination of this Lease for whatever cause. Landlord shall inspect the Premises and submit to Tenant an itemized statement of damages. Landlord retains the right to apply the Security Deposit to payment for repairs for damage set forth on said itemized statement incurred during the Lease Term (except ordinary wear and tear), to any unpaid rent, and to the payment of any other obligations of Tenant under this Lease. The balance of the Security Deposit after deductions for damages and/or unpaid rent shall be repaid to Tenant within twenty (20) days after the termination of this Lease. In any event, the Security Deposit can only be applied towards payment of any Rent hereunder upon Landlord's written consent or at Landlord's election. Section 5. Subletting and Assignment. (Consent Required.) Boston Reading, LLC Retail Lease Page t of 7 5P58 (a) Tenant will not transfer or assign this Lease in whole or in part, nor sublet or enter into a license or concession agreement with respect to all or any part of the leased premises, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed or conditioned. Any attempt at transfer, assignment, subletting, or license or concession agreement without Landlord's written consent shall be void and confer no rights upon any third person. The prohibitions of this Section shall be construed to refer to any acts or events referred to when they occur by agreement, operation of law, legal process, receivership, bankruptcy, or otherwise. (b) In no event, however, shall the Landlord consent to any proposed transfer, assignment, subletting, or license or concession agreement if such consent would constitute a violation of Landlord's covenants and obligations under any lease with other tenants in the Center or the requirements of any applicable municipal, state, federal, or other governmental or quasi - governmental authorities. (c) The consent by Landlord to any assignment or subletting shall not constitute a waiver of the necessity for such consent to any subsequent assignment or subletting. (d) If this Lease be assigned, or if the leased premises or any part thereof be under -let or occupied by anybody other than Tenant. Landlord may collect rent from the assignee, under- tenant or occupant, and apply the net amount collected to the rent herein reserved, but no such assignment, under - letting. occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the assignee. under - tenant or occupant as tenant, or a release of Tenant from the further performance by the Tenant of covenants on the part of Tenant herein contained. Notwithstanding any assignment or sublease. Tenant shall remain fully liable on this Lease and shall not be released from performing any of the terms, covenants and conditions of this Lease. (e) For purpose of this Section, the sale, issuance, or transfer of any voting capital stock of Tenant which of itself, or together with previous sales, issuances, or transfer effected following the commencement of this Lease, results in a change in the voting control of Tenant (as presently constituted), shall be deemed to be an assignment of this Lease. Section 6. Interior and Exterior Alterations. Tenant shall not make any interior or exterior, structural or non - structural alterations, or install any signs in the interior that are visible from the street or on the exterior of the Premises, without the prior written consent of Landlord. The Lessor's consent to a request for a non- structural alteration shall not be unreasonably with held or delayed. Tenant shall submit to Landlord plans and specification for Tenant's any improvements to the Premises and shall obtain Landlord's written approval for such improvements. In any event, and notwithstanding such consent of Landlord.. Tenant shall not make any alteration to any portion of the Premises that would result in a violation of any zoning, health, building, environmental or other law or ordinance, or would cause any other part of Landlord's Property, including any other leased premises therein, to be in violation of any such zoning, health, building or other ordinance. Tenant shall indemnify and hold harmless Landlord and the Premises for any labor done or materials supplied to Tenant in connection with any alterations, for the costs of any permits obtained by Tenant, and for any fees due from Tenant. Tenant shall obtain and maintain all necessary building permits and undertake its work in accordance with all applicable laws, codes and regulations and make the Premises conform thereto. The package of quotes on work to be done as upgrades to the property will be submitted to the landlord for full written consent: in addition, all signage for interior and exterior premises. This lease is subject to the Landlord's approval. Section 7. Maintenance of Premises; Sianaae. Tenant shall keep the Premises in as good order, condition and repair, including the prompt replacement of broken glass in windows and doors, as the same are, at the commencement of this Lease or may be put during the continuation thereof, reasonable use and wear thereof excepted. Tenant shall repair any damage caused by the use of the Premise and any damage caused to the fixtures and apparatus of the Premises. Tenant will promptly give Landlord written notice of any damage occurring at the Premises, and of any hazardous conditions existing at the Premises or the Subject Property. Tenant will pay to Landlord, as additional rent, an annual maintenance fee in the amount set forth in Schedule 1 (the "Maintenance Fee ") payable in monthly installments each month of the Lease Term, for common Boston Reading, LLC Retail Lease Page 2 of 7 5a5q areas maintenance of Landlord's Property. Alf signage for the Premises, whether inside if visible from the street or outside the Premises. must be approved by Landlord before being affixed to the Premises or to Landlord's Property. Section 8. Building and Common Areas. Landlord shall maintain and keep in good order, condition and repair the exterior of the building (including roof and foundation) in which the Premises is located. Tenant will be responsible at its own expense for all repairs and maintenance of all equipment and machinery located in the Premises or serving the Premises. wherever located, including all mechanical, electrical, plumbing, heating, ventilating and air conditioning systems serving the Premises. Tenant shall provide and pay for removal of all snow and ice from in front of the Tenant's Premises. Landlord shall be responsible for repair and maintenance of any equipment and machinery which serves the Premises and other leased premises in Landlord's Property, provided that Landlord's responsibility in such case shall extend only up to the exterior walls of the Premises, and Tenant shall be responsible for all ducts, conduits, wires and other hardware that is located in the Premises. Tenant shall also be responsible to promptly remove, at its own expense, from the exterior of the portion of the building encompassing the Premises all graffiti that can be safely reached by use of a six (6) foot ladder. Section 9. Use of Premises. Tenant may use and occupy the Premises only as described in Schedule 1 and shall not make any improper, offensive or unlawful use thereof. The Premises may be open for the conduct of business for the hours indicated in Schedule 1, Tenant may only operate the Premises for any longer hours upon Landlord's prior written consent. Tenant shall not use the Premises in any manner so as to increase the fire and public liability insurance risk or rate. Tenant shall, at its sole cost and expense, promptly comply with all present and future laws, ordinances and regulations of all governmental authorities having jurisdiction over Tenant or the Premises. Tenant hereby agrees that any use of the Premises in violation of any provisions of this Lease may be enjoined upon application by Landlord, without prejudice to any other remedy therefore. Tenant agrees to pay Landlord for repair of the Premises when caused by Tenant's use or that of Tenant's family, servants, visitors and invitees. Landlord shall not be responsible for damage or loss of Tenant's personal property stored in or about the Premises. For this reason, Tenant shall protect its personal properly with its own insurance. Tenant will immediately discharge or cause to be discharged any lien or encumbrance on the Premises or the real estate of which the Premises are a part. Section 10. Landlord's Right of Entry. Landlord may upon twenty -four (24) hours prior notice to Tenant enter to view the Premises and to show the Premises for sale from 9:00 a.m. to 5:00 p.m., Monday through Saturday. Tenant shall keep the Premises in a neat and orderly condition for the purposes of such showings. Landlord may during the same times upon the same notice enter the Premises to make alterations or repairs therein and thereto or to other parts of the Premises or to Landlord's adjacent Premises or to fixtures, equipment or apparatus serving the Premises, to perform any service required of Landlord to be performed therein, and to enforce any of the covenants. terms and conditions in this Lease referred to. In the event of any condition which Landlord reasonably believes constitutes an emergency, Landlord may have immediate access to the Premises. with or without notice to Tenant. Section 11. Default. If Tenant shall be in default in the payment of rent or any part thereof or of other sums payable by Tenant hereunder at the times and places herein fixed for the payment thereof, and such monetary default shall continue for five (5) days, or if default shall be made in any other of the covenants herein contained on the part of Tenant to be kept and performed, and said non - monetary default shall continue for a period of thirty (30) days (whether or not the payment of said rent shall have been demanded and after the Landlord shall have given Tenant notice of such non - monetary default), or if Tenant shall make an assignment for the benefit of creditors, or file a voluntary petition in bankruptcy or insolvency, or have an involuntary petition in bankruptcy filed against Tenant, or shall be adjudged bankrupt, or if a permanent receiver of the property of Tenant shall be appointed or Tenant shall be declared bankrupt or insolvent according to law, or if the estate hereby created shall be deserted or vacated, then and in any of the said cases, notwithstanding any license or waiver of any former breach of covenant or consent in a former instance, it shall be lawful Boston Reading. LLC Retail Lease Page 3of7 5a�o for Landlord thereupon or at any time thereafter, while such default, assignment, insolvency, legal proceedings, desertion, vacancy or neglect shall continue, or be in effect, to terminate this Lease and all of Tenant's interest hereunder, and /or, at Landlord's option, evict Tenant and those claiming under Tenant in accordance with the laws of the Commonwealth of Massachusetts and without prejudice to Landlord's claims for rent or other claims for breach of covenants hereunder, it being expressly understood and agreed that this Lease shall not continue or inure to the benefit of any assignee, receiver or trustee in bankruptcy, excepting at the option of Landlord. Tenant covenants that in case of the termination of this Lease in any manner specified in the foregoing provision, Tenant shall indemnify and save Landlord harmless against all loss of rent or other payments, costs or losses which Landlord may suffer by reason of such termination, including reasonable attorney's fees and costs of eviction to the extent permitted by the laws of the Commonwealth of Massachusetts. Section 12. Late Rent Charge. If Tenant does not pay any rent payment within ten (10) days of the first date such payment is due under this Lease. then Tenant shall pay to Landlord, as additional rent due hereunder, a late charge equal to 5% of the amount of the overdue rent payment to compensate Landlord for its administrative expenses and processing expenses, plus an additional charge equal to 1.5% per month of the amount remaining overdue for more than 30 days to compensate Landlord for its cost of funds. Tenant shall also pay Landlord a fee or $50 for any check delivered by Tenant to Landlord which is returned dishonored to Landlord because of insufficient funds in Tenant's account. Section 13. Surrender. On the last day of the Lease Term or upon any earlier termination of this Lease. or upon any re -entry by Landlord upon the Premises, Tenant shall surrender the Premises in good order, condition and repair, reasonable wear and tear excepted, without damage and clear of all liens and encumbrances. Furniture, personal effects, fixtures, equipment, and trade fixtures of Tenant (not constituting part of or affixed to the Premises) shall be removed by Tenant, and upon request of Landlord shall be removed: provided. however, that Tenant shall, with due diligence, and without expense to Landlord, immediately cause any damage to the Premises due to such removal to be promptly repaired. Any personal property of Tenant which remains on the Premises after the termination of this Lease may, at the option of Landlord, be deemed to have been abandoned by Tenant and either may be retained by Landlord as its property or be disposed of without accountability in such manner as Landlord may see fit. If Landlord shall have requested the removal of the personal property, then the disposal by Landlord shall be at the expense of Tenant. Landlord shall not be responsible for any loss or damage occurring to any property owned by Tenant. The provisions of this Section shall survive any termination of this Lease. Section 14. Indemnification and Insurance. Tenant agrees to hold Landlord harmless from any and all injury or damage to person or property in, on or about the Premises (excepting pre - existing conditions) including without limitation, all costs, expenses, claims or suits arising in connection therewith, except such claims and demands which are a result of, or due lo, the gross negligence of Landlord, its agents or employees; and also including without limitation any costs, expenses, claims, suits, penalties or fees arising by virtue of the release, generation or disposal of any hazardous materials in. on or around the Premises. Tenant will not be responsible for hazardous waste and/or environmental claims or demands which are not a result of or due to the act of the Lessee, its agents or employees. To that end Tenant will, at all times during the term of this Lease, at Tenant's own cost and expense. carry with a company or companies satisfactory to Landlord. (a) primary liability insurance on the Premises with limits of not less than $1,000,000 per occurrence for all liability, including bodily injury sustained by one or more persons as a result of any one occurrence, and such insurance naming Landlord as additional insured, (b) property damage insurance of not less than $500,000.00 for property damage occurring to the Premises, (c) contents insurance insuring Tenant's goods, equipment, contents and property contained in the Premises, and (d) any business interruption insurance. Tenant's liability and property damage policy will include a waiver of subrogation in favor of Landlord. Tenant will also be responsible for its own worker compensation insurance. All such insurance other than worker's compensation coverage shall be written or endorsed as to protect Landlord. Said policy or policies shall contain a provision insuring Landlord against all liability which Tenant might have under this hold harmless provision. If Landlord requests. Tenant shall provide Landlord with copies of all such insurance, or certificates evidencing Boston Reading, LLC Retail Lease Page 4 of 7 5&1�l such insurance coverages. In all events. Tenant shall be solely responsible for any loss or damage to the property in the Premises. Landlord will maintain its own policy of insurance to cover its interest in the premises. Section 15. Casualty. If substantial damage to the Premises shall occur during this Lease Term, then Landlord shall have the right to terminate this Lease as of the date of such damage provided that it gives Tenant notice thereof not later than sixty (60) days after such damage. The term -substantially damaged' shall mean damage of such a character as cannot reasonably be expected to be repaired or the premises restored within sixty (60) days from the time that such repair or restoration would be commenced. In such event Landlord shall have the right to retain the proceeds of insurance. In the event of such termination rent shall be abated as of the date of such damage. Except as otherwise provided in this Section, no damage to or destruction of the Premises by fire or other casualty shall result in an abatement of the rent. If the damage renders the Premises untenantable, in whole or in part, then there shall be an apportionment of rent until the damage has been repaired. If the whole of the Premises shall be taken for any public or quasi - public use under any statute or by right of eminent domain or by private purchase in lieu of any such taking for public or quasi - public use under any or by right of eminent domain, then this Lease shall automatically terminate as of the date that possession has been taken. All compensation awarded or paid upon such taking of the Premises shall after payment of all expenses relating to such taking or purchase be paid to Landlord. Section 16. Subordination. Tenant acknowledges that Landlord has executed or may hereafter execute a mortgage on the Premises. and Tenant hereby agrees to subordinate this Lease to the existing mortgage or to any new mortgage granted by Landlord on the Premises. Tenant further agrees to execute any subordination and attornment agreements. and any estoppel certificates, required by Landlord's mortgagee, prospecfive mortgagee, or prospective purchaser, from time to time and at any time requested by Landlord. If Tenant shall fail at any time to execute, acknowledge and deliver any such subordination instrument or estoppel certificate within ten (10) days after receipt thereof. Landlord in addition to any other remedies available to it in consequence thereof, may.execute, acknowledge and deliver the same as the limited attorney -in -fact of Tenant and in Tenant's name, place and stead, and Tenant hereby irrevocably makes, constitutes and appoints Landlord, its successors and assigns, with full power of substitution for this purpose. Tenant's execution of this Lease hereby constitutes and appoints Landlord as Tenant's limited attomeyan -fact to execute any such certificate or document necessary to achieve any original financing or refinancing desired by Landlord. Section 17. Condition of Property. Quiet Eniovment. Tenant represents and agrees that the Premises, the sidewalks and structures adjoining the same, and the present uses and non -uses thereof, have been examined by Tenant and that Tenant accepts the same in the condition or state in which they or any of them now are, without representation or warranty, express or implied in fact or by law, by Landlord and without recourse to Landlord, as to the title thereto, the nature, condition or usability thereof or the use or uses to which the Premises or any part thereof may be put. Landlord covenants and agrees that Tenant, upon paying the rent and other charges herein provided for and observing and keeping all covenants, agreements and conditions of this Lease on its part to be observed and kept, shall quietly have and enjoy the Premises during the term of this Lease without hindrance or molestation by anyone claiming by, or through Landlord, subject, however, to the exceptions. reservations and conditions of this Lease. Section 18. Environmental. Tenant shall not release, generate or dispose of any hazardous materials in or at the Premises or any properties adjacent to the Premises in violation of any local, state, Federal or other laws, ordinances, rules or regulations applicable to the Premises; and in the event of any such release, generation or disposal of such hazardous materials in, on or around the Premises, Tenant shall promptly contain and remove the same. Section 19. Hold Over. Any holding over by Tenant, after the expiration of the term on this Lease, shall be treated as a tenancy at sufferance at one and one half (1 %z) times the rent and other charges herein set forth, and shall otherwise be on the terms and condition set forth in this Lease, as far as the same applicable. except that such holding over shall be on a month- to-month basis. Boston Reading, LLC Retail Lease Page 5 of 7 5a�oR_ Section 20. Miscellaneous. The captions of this Lease are for convenience and reference only and in no way define, limit or describe the scope or intent of this Lease. This Lease shall be construed and enforced in accordance with the laws of the Commonwealth of Massachusetts. The covenants and agreements herein contained shall bind and inure to the benefit of Landlord, its successors and assigns, and Tenant, its successors and permitted assigns, except as otherwise provided herein. Tenant agrees that it will not record this Agreement, but may record a "Notice of Lease" in usual and customary form acceptable to the Landlord. Section 21. Tenant Shall Discharge its Liens. Tenant shall promptly pay all amounts owing to its contractors and material -men, so as to minimize the possibility of a lien attaching to the leased premises, and should any such lien be made or filed, Tenant shall bond against or discharge the same within ten (10) days after written request by Landlord and shall furnish Landlord with written evidence of the same. Section 22. Right to Relet. Should Landlord elect to reenter, as herein provided. or should it take possession pursuant to legal proceedings or pursuant to any notice provided for by law, it may either terminate this Lease or it may, from time to time without terminating this Lease, make such alterations and repairs as may be necessary in order to relet the premises, and relet the leased premises or any part thereof for such term or terms (which may be for a term extending beyond the term of this Lease) and a 1 such rental or rentals and upon such other terms and conditions as Landlord in its sole discretion may deem advisable: upon each such reletting all rentals received by Landlord from such reletting shall be applied, first to the payment of any indebtedness other than rent due hereunder from Tenant to Landlord; second, to the payment of any costs and expenses of such reletting. including brokerage fees and attorney's fees and of costs of such alterations and repairs; third, to the payment of rent due and unpaid hereunder, and the residue, if any, shall be held by Landlord and applied in payment of future rent as the same may become due and payable hereunder. If such rentals received from such reletting during any month be less than that to be paid during the month by Tenant hereunder. Tenant shall pay any such deficiency to Landlord. Such deficiency shall be calculated and paid monthly. No such re -entry or taking possession of the leased premise by Landlord shall be construed as an election on its part to terminate this Lease unless a written notice of such intention be given to Tenant or unless the termination thereof be decreed by a court of competent jurisdiction. Notwithstanding any such reletting without termination, landlord may at any time thereafter elect to terminate this Lease for such previous breach. Should Landlord at any time terminate this Lease for any breach, in addition to any other remedies it may have, it may recover from Tenant all damages it may incur by reason of such breach, including the cost of recovering the leased premises, reasonable attorney's fees, and including the worth at the time of such termination of the excess, if any, of the amount of rent and charges equivalent to rent reserved in this Lease for the remainder of the stated term over the then reasonable rental value of the leased premises for the remainder of the stated term, all of which amounts shall be immediately due and payable by Tenant hereunder. Section 23. Entire Agreement. This Lease and the exhibits attached hereto and forming a part hereof, set forth all the covenants, promises, agreements, conditions, and understandings between Landlord and Tenant concerning the leased premised, and there are no covenants, promises, agreements. conditions or understandings, either oral or written, between them other than are herein set forth. Except as herein otherwise provided. no subsequent alteration, amendment, change or addition to this Lease shall be binding upon Landlord or Tenant unless reduced to writing and signed by them. Section 24, Notices. Any notice, demand, request or other instrument which may be or are required to be given under this Lease shall be delivered in person or sent by United States certified mail postage prepaid and shall be addressed (a) if to Landlord at the address first here -in -above given. or at such other address as Landlord may designate by written notice and (b) if to Tenant at the leased premises or at such other address as Tenant shall designate by written notice. Section 25. Prior Leases. The enforcement of this Lease is subject to the Landlord discharging and releasing any prior Leases of these premises concerning the demised term hereunder. Boston Reading, LLC Retail Lease Page 6 of 7 IN WITNESS WHEREOF, the undersigned have executed this Lease Agreement by their duly authorized representatives as of the date first above written. Landlord: Tenant Boston Readin , LLC By: By: ELLIOT GOIW0, Manager Rob C Guarantor: Boston Reading. LLC Retail Lease Page 7 of 7 5a0 SCHEDULEI TO LEASE AGREEMENT BETWEEN BOSTONREADING LLC & ROBERT CARP Landlord: Tenant: BostonReading LLC Robert Carp 715 Boylston Street 676 Main Street Boston, MA 02116 Reading, MA 01867 Execution Date: To be detennined, somewhere around closing of transaction. Landlords Property: 662 -678 Main Street & 12 Woburn Street Reading, MA Premises: Approximately 2,900 square feet located at 676 Main Street, Reading, MA Lease Start Date: To be determined upon business/tenant purchase of liquor store. Lease End Date: June 30, 2016 Section 2 Taxes for initial Tax Year: Initial Tax Year: 2001- $18,809.96 Tenant's Percentage: 17% Section 3 Utilities: Tenant shall pay for all utilities. Tenant will reimburse Landlord for water and sewer. Landlord pays water and sewer bill directly to town. SCHEDULE I / PAGE IOF3 TO LEASE AGREEMENT BETWEEN BOSTONREADING LLC & 5aO Section l Section 8 Period Initial Initial Initial Annual Initial Monthly Annual Monthly Maintenance Maintenance Fee Rent Rent Fee 7 /l /10- 6/30/11 $57,992.52 $4,832.71 N/A N/A 7/1/11 - 6/30/12 Greater of Greater of N/A N/A Boston CPI Boston CPI or 3% or 3% 7/1/12,- 6/30/13 Greater of Greater of N/A N/A Boston CPI Boston CPI or 3% or 3% 7/1/13- 6/30/14 Greater of Greater of N/A N/A Boston CPI Boston CPI or 3% or 3% 7/1/14- 6/30/15 Greater of Greater of N/A N/A Boston CPI Boston CPI or 3% or 3% 7/1/15- 6/30/16 Greater of Greater of N/A N/A Boston CPI Boston CPI or 3% or 3% Section 2 Taxes for initial Tax Year: Initial Tax Year: 2001- $18,809.96 Tenant's Percentage: 17% Section 3 Utilities: Tenant shall pay for all utilities. Tenant will reimburse Landlord for water and sewer. Landlord pays water and sewer bill directly to town. SCHEDULE I / PAGE IOF3 TO LEASE AGREEMENT BETWEEN BOSTONREADING LLC & 5aO Section 4 Security Deposit: $10,000.00 Section 5 Tenant shall not assign or sublet the premises without Landlord's prior consent. Section 9 Permitted Use: Tenant may only use the Premises only fore purpose of a smoke shop and gourmet wine and cheese shop including beer and spirits and variety of specialty foods not to be consumed on the premises. SCHEDULE I / PAGE 2 OF 3 TO LEASE AGREEMENT BETWEEN BOSTONREADING LLC & �3-b� Additional Provisions hereby made part of Lease Agreement A. Parking: Now B. Condititnt of Premises: I mane accepts the Premises "AS IS." C. Guararm: Robert Catp will pernonally.joindy and severally. guaranty all payments and obligations nl. tenant under the Lcasc. and will execute guaranty prepared by Landlord D. "trash Reurosal: lenan Dill pruperly handle and dispose of all trash front the premises at tenant's expense. E:. Option to Extend: 1 enant has two live -year options to renew said lease. The first liyc•ycar option shall be adjusted annually by the greater of the Boston CPI ur i "b. The second live -year option shall be adjusted annually by the ;greater of the Boston CPI or 3'6. F. Noun of Operation: l he hoiirn of operation are Monday through Saturday front 10 ant through r put. And Sunday 12 noun through 6 pin. and such additional hours as inay he allowed by law. L indlor& BOS I ON READING. LLC Tema Datr __.��lo�!f / /O. Date SC HL -DkILL I PAGE 3 Of 3 101.1 -ASE AGRL•L•:WN'f 13F WhhN BOtiIONRFADINCI I I.C& 5a1�� M E M O R A N D U M TO: Jessica Malcolm FROM: Bertha Borin DATE: April 24, 2014 RE: LIP refinance request for 261 Salem Street, Unit 6, Reading Closing Date: Rate Lock Expires Owner: Address: May 8, 2014 (two weeks) July 26, 2014 Dorothy A. DeBlasi 261 Salem Street, Unit 6, Reading MRP: $158,250 (original purchase price) 97% of MRP: $153,503 Balance of current mortgage: $N /A (cash sale) LIP Mortgage: Any other liens on property: New Loan amount: Loan Terms: Lender: Total debt after loan: Town approval letter in file: Closing Attorney: X Yes _ No Yes X No $30,000 20 -year fixed @ 4.49 %, 0 points Digital Federal Credit Union $30,000 In process Kimberly Zona Equity National Title 50 Jordan Street, Suite 100 E. Providence, RI 02914 888 -434 -5500 x4389 (0) 401 - 709 -8164 (F) kzonae— equitynational.com 5c� [TOWN LETTERHEAD] [DATE] [NAME OF HOMEOWNER] [ADDRESS OF HOMEOWNER] Dear At their meeting of [DATE], the Board of Selectmen voted to approve your request to refinance your home at [ADDRESS OF HOMEOWNER]. The vote of approval stipulated that the loan be at a fixed rate and the principal loan amount should not exceed [$). You may now proceed with your loan, subject to obtaining the prior written approval of the Department of Housing and Community Development. By copy of this letter to that Agency, we are confirming that the Town of has approved your request. Sincerely, Town Administrator/Manager Enclosure cc: Bertha Borin, DHCD 5ca EASEMENT AGREEMENT 25 WBD LLC, a Massachusetts limited liability company, of 1266 Furnace Brook Parkway, Quincy, Massachusetts, 02169, and its successors and assigns, hereafter referred to as the Grantor, for full and valid consideration of less than One Hundred ($100.00) Dollars, grants to the Town of Reading, a municipal corporation in Middlesex County, with executive offices at 16 Lowell Street, Reading, Massachusetts 01867, herein after referred to as Grantee, its successor and assigns, a permanent easement over the land shown as "EASEMENT AREA = 108.3 SF" on the plan attached hereto as Exhibit A and entitled "Easement For Construction & Maintenance Of Bus Shelter Located At 25 Walkers Brook Dr., Reading, MA ", scale: 1" = 8', dated January 7, 2013, prepared by the Town of Reading, Massachusetts, Department of Public Works, Engineering Division, (the "Easement Area "), subject to and in accordance with terms and conditions of this Easement Agreement (this "Agreement "), for the sole purpose of operating, constructing, maintaining, repairing, inspecting and replacing an enclosed bus shelter (the "Easement "). The Easement Area is also described as follows: BEGINNING at a point located seventy -seven and 84/100 (77.84) feet from the intersection of Newcrossing Road and Walkers Brook Drive being the northeast corner of the parcel of land now or formerly of 25 WBD LLC AHOLD FINANCIAL SERVICES; THENCE S 040 18' 23" W a distance of four and 64/100 (4.64) feet to a point; THENCE N 490 50' 17" W a distance of twenty -one and 54/100 (21.54) feet to a point; THENCE N 040 29' 32" E a distance of five and 50 /100 (5.50) feet to a point; THENCE along Walkers Brook Drive a distance of twenty -one and 53/100 (21.53) feet by a curve to the left having a radius of one thousand and 00 /100 (1000.00) feet, to the point of beginning. Having an area of approximately 108.3 square feet. Said easement is solely for the operation, installation, maintenance, repair and replacement of a bus shelter (the "Bus Shelter ") by the Grantee in accordance with the terms and provisions of this Agreement, and for no other use or purpose. In consideration of Grantor granting to Grantee the Easement in the Easement Area, Grantee hereby covenants and agrees as follows: 1. On or before July 1, 2014, Grantee shall cause the construction of a bus shelter and related landscaping in the Easement Area and on adjacent land owned by Grantee in accordance with the plans attached hereto as Exhibit B. Grantee shall perform all work diligently and in a good and workmanlike manner using new materials, shall not leave any area open or exposed and shall not interfere with Grantor's (or its tenant's) access to and use and enjoyment of any portion of Grantor's real estate on which the Easement Area is situated ( "Grantor's Property"). Prior to entering the Grantor's Property, the firm or contractor performing any installation, maintenance, or other approved work shall provide the Grantor with certified copies 52340523 v4 5d I of general comprehensive liability insurance policies providing coverage for the Grantor and Grantor's tenants and naming Grantor and Grantor's tenants as a additional insureds thereunder, in an amount not less than $1,000,000, as well as such other additional insurance as Grantor may reasonably require from time to time. If, because of any act or omission of Grantee, any mechanic's or other lien, charge or order for the payment of money is filed against the Grantor or the Grantor's Property, the Grantee will cause the same to be discharged of record within twenty (20) days after written notice from the Grantor to the Grantee of the filing thereof. The Grantee will promptly notify the Grantor of any such lien, charge or order of which it may have knowledge. 2. Grantee shall maintain with a responsible company qualified to do business in Massachusetts a policy of commercial general liability insurance insuring against any and all claims for personal injury, death or property damage occurring in, upon or connected with the Easement Area which arise in connection with Grantee's exercise of its rights and obligations stated herein, the coverage and protection of such insurance to be not less than $3,000,000 (combined single limit) and will include Grantor as an additional insured thereunder. Such insurance shall be primary and non - contributory to any insurance maintained by Grantor or Tenant. Limits of such commercial general liability insurance may be reviewed annually and increased if independent insurance advisors selected by the Grantor so advise. Within thirty (30) days of the written demand of a party hereto, Grantee shall provide Grantor with a certificate or certificates evidencing such insurance. Grantee shall not use, or permit the use of any Hazardous Materials on or about the Easement Area. Grantee acknowledges and agrees that it shall be solely responsible for all loss, liability, claims, fines, penalties, orders of any federal, state or local authorities, damages, costs and expenses (including reasonable attorneys' fees) arising (i) upon or about the Easement Area, (ii) in connection with the exercise of the rights granted pursuant to this Easement Agreement by Grantee (or its successors, permitted assigns, agents or representatives, contractors or invitees), (iii) from any Hazardous Materials (as herein defined) released on the Grantor's Property, or any violation of any Environmental Law (as herein defined) caused directly or indirectly by Grantee (or its successors, permitted assigns, agents or representatives, contractors or invitees), or (iv) from the failure of Grantee to fully perform its obligations hereunder. "Hazardous Materials" shall mean each and every element, compound, chemical mixture, contaminant, pollutant, material, waste or other substance which is defined, determined or identified as hazardous or toxic under any Environmental Law. "Environmental Law" shall mean any federal, state or local statute, regulation or ordinance or any judicial or administrative decree or decision, whether now existing or hereinafter enacted, promulgated or issued, with respect to any Hazardous Materials, drinking water, groundwater, wetlands, landfills, open dumps, storage tanks, underground storage tanks, solid waste, waste water, storm water run -off, waste emissions or wells. 3. Grantee shall, at all times, operate the Easement Area as a bus shelter for an active public transportation bus stop in the Town of Reading and maintain, repair and replace the Bus Shelter and the Easement Area in good, clean and safe condition. Grantee shall promptly repair and/or replace any damage to Grantor's Property caused by Grantee or any agent, contractor or invitee of Grantee to the Easement Area and restore Grantor's Property to its condition existing immediately prior to such damage. 0) 52340523 v4 5d ol 4. The Bus Shelter shall be located only within the Easement Area as shown on Exhibit A attached hereto and made a part hereof. 5. The total floor area of the Easement Area shall not exceed 108.3 square feet. 6. The Bus Shelter shall be constructed in accordance with the dimensions and renderings shown on Exhibit B. 7. Grantee shall not permit any signage, bills, or advertisements of any kind to be placed on or within the Bus Shelter (including the portions thereof situated on land of the Town of Reading) or the Easement Area. 8. Grantee shall install "shamrock" plantings along the sides of the Easement Area in accordance with the plans shown on Exhibit B. 9. Grantee shall ensure the maintenance and upkeep of the Bus Shelter and the Easement Area (including the new "shamrock" plantings along the sides of the Easement Area) in order to remove and/or repair any and all kinds of graffiti, glass etchings, cracked/broken glass panes, bird droppings /fecal matter, etc. on or within the Bus Shelter and the Easement Area by providing and maintaining periodic cleaning of the Bus Shelter and the Easement Area as often as reasonably necessary (but in any event not less than once per month). 10. Grantee shall pay all costs associated with the Bus Shelter and the Easement Area prior to delinquency and neither Grantor nor any tenant or occupant of Grantor's Property shall have any liability with respect to costs associated with the maintenance, repair or operation of the Bus Shelter and the Easement Area. 11. Grantee acknowledges and agrees that the Easement Area constitutes a portion of real estate currently lease by Grantor to Stop & Shop Supermarket Company LLC ( "Tenant "), pursuant to that certain Ground Lease, dated November 30, 2005 (as the same may heretofore or hereafter be amended, the "Lease "). Grantee covenants that it shall not do or permit any act or omission that violates the terms and provisions of the Lease or causes the Landlord to be in violation of the terms and provisions of the Lease. If Grantor or Tenant notifies Grantee that Grantee is violating any provision of the Lease, or causing Landlord to violate any provision of the Lease, Grantee shall immediately cease such conduct, or perform such act, as the case may be, to cure the asserted Lease violation. In the event of a breach or threatened breach by the Grantee of any of the terms, covenants, restrictions or conditions hereof, Grantor and its successors and assigns shall be entitled forthwith to full and adequate relief by injunction and/or all such other available legal and equitable remedies from the consequences of such breach from the Grantee. In addition, in the event that Grantee breaches any provision of this Agreement, Grantor shall have the right (but not the obligation) to (i) terminate this Easement Agreement by providing written notice thereof to Grantee, in which case the Easement and all rights granted hereby shall immediately terminate and become null and void. Further, in the event that the Easement Area ceases to be used by the Grantee as an active bus stop for the Town of Reading municipal transit system, for a 3 52340523 A 563 period in excess of sixty (60) days, Grantor shall have the right to terminate this Agreement at any time by providing written notice thereof to Grantee, in which case the Easement and all rights granted hereby shall immediately terminate and become null and void. Upon the expiration or earlier termination of this Easement Agreement, Grantee shall (if requested in writing by Grantor) remove the Bus Shelter from the Easement Area and restore the Easement Area to the condition it was in as of the date hereof. In the event that Grantee does not so remove the Bus Shelter and restore the Easement Area as aforesaid within sixty (60) days following Grantor's written request therefor, Grantor may (but shall not be obligated to) perform such removal and restoration on Grantee's behalf, in which event Grantee shall reimburse Grantor for all documented costs actually incurred by Grantor in connection therewith immediately upon Grantor's rendition of an invoice therefor. The obligations of Grantee as set forth in this grammatical paragraph shall survive the expiration or termination of this Agreement. In the event that the Grantee shall fail to perform any of the obligations of Grantee hereunder, as and when required hereunder, Grantor shall have the right (but not the obligation) to perform the same on Grantee's behalf, in which case Grantee shall reimburse Grantor for all documented costs actually incurred by Grantor in connection therewith immediately upon Grantor's rendition of an invoice therefor. The rights and obligations of the parties hereto expressly run with the land and shall be binding upon and inure to the benefit of each party's successors and assigns. Notwithstanding the foregoing or anything contained herein to the contrary, in no event shall Grantee assign this Agreement or the rights granted herein (in whole or in part) to any other person or entity. The Grantee shall assume all costs associated with such exercise of the rights granted hereunder and shall restore the Easement Area to a graded and landscaped condition immediately following any such access, construction, repair, maintenance or replacement activities. Being a portion of the property conveyed to 25 WBD LLC by deed recorded with Middlesex South District Registry of Deeds in Book 47593, Page 537. [SIGNATURES APPEAR ON THE FOLLOWING PAGE] 4 52340523 v4 5c1 y Executed as a sealed instrument this day of 2014. 25 WBD LLC By: Name: Title: COMMONWEALTH OF MASSACHUSETTS Norfolk, ss. On this day of , 2014, before me, the undersigned notary public, personally appeared , as of 25 WBD 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. Notary Public [SIGNATURES CONTINUE ON THE FOLLOWING PAGE] p 52340523 v4 5d5 APPROVAL AND AGREEMENT OF BOARD OF SELECTMEN At a public meeting held on , 2014, it was voted to accept the foregoing Easement and bind the Town to the terms contained therein, as authorized by a vote of Article 8 at the Special Town Meeting held on January 28, 2013. TOWN OF READING BOARD OF SELECTMEN John Arena, Chairman Daniel Ensminger, Secretary Kevin M. Sexton Middlesex, ss. Marsie K. West, Vice Chairman John R. Halsey COMMONWEALTH OF MASSACHUSETTS On this day of , 2014, before me, the undersigned notary public, personally appeared Kevin M. Sexton, John Arena, John R. Halsey, Daniel Ensminger and Marsie K. West, as they are the members of the Board of Selectmen for the Town of Reading, proved to me through satisfactory evidence of identification, which was , to be the persons whose names are signed on the preceding or attached document, and acknowledged to me that they signed it voluntarily for its stated purpose. Notary Public 0 52340523 v4 56� c� N QI k W W 20.W I , , I ./3. , kl J m /!6 FAUM BROOK DW F i N/1 etM4 WBD LW yi ABOLffi D llNARCIAL SBRVXZS b d a, MI 8 I REFERENCE: ZMNAIaNP AREA - W.3± SF �� DEER BOOK 47593 PAGE 537 Z � i PUN: BOOK 4566 AT DID GS ' aalsr: za' DRAIN aASNAffi f' 1 N In N49B0.17'W z N 77.64'R -i OOO.00 286.83' gpig S A WJ LW AF WALI�RS BROOK DRIVE Woman cm I/ 0 W MW A MUM, (75' PUBLIC WAY) 9 3623 SCALE, 1'=8' DATE, .A4MWr 7, BM3 GRAPHIC SCALE 8 0 4 8 16 32 060^ TOWN !i R£ADIAG, A14SSACIN/S£TTS D£PAR7WNT LF PUBLIC VMS £AGIAE£RAG DIVISIIAV IN 1W i ..EFFR£Y T. Z46M DDP£CTDR DP.V. 11xh - 8 R GEMS A ZANBQRAS; P£., TOWN £AGINE£R n � J m N O a m N w� a EXISTING VEGETATION 13' X S.5' X S' BUS SHELTER W/ NIP STYLE ROOF tr,► Sri � t� Sri ►`'. ►� ��► !�� i�► ��� �� Iii►; I �r� 1r. tai Wit,+. ��► 'Id! . 7j: !:r! I�► Ili - 193 --- -- PROP. SEGMENTED BLOCK RETAINING WALL TOP OF WALL ELEV.193.2 t PROP. EASEMENT AREA =10&3* SF Ufa � IIl I�► �3r► v�► 14'X &V CONC. PAD —1 7 WIDE PLAN71NO AREA TO CONNECT TO ILEX GLABRA'SHAMROCIC EX. CONC. SIDEWALK (SEE DETAIL) ELEV.192.7 t 4:-� T—' EDGE OF BUS STOP SIGN LANDSCAPE AREA e TOWN OF RFJUM Ci DEPARMIXT OF PLIBLr'C WORKS DATS i NAMIL sas�u xxtl "a a snw.a WALIKOM BROOK DRIVE BUS SHELTER 1OF2 �l J M N 0 v m ry 4 52340523 v4 56q SECTION A-A GLAM MKVMWW Fl OPAM r MULCH IrLoAM PILTM IrCIMMIDSTOME SECTION - E-.. LRAM ILM TO PLANTINGLOAM BYWRIOM MULCH •--�, iii`! 1��,1•��i�L�41��, •�`� 1�. ircRummDaTom i,.w F9PE FLIM ILM GLABRA nSHMROCKm c DEMML NaT TO SCALE SHEET 2 OF 2 4 52340523 v4 56q SM MXWATIAA TIM N r N �enwous pyAN 6 BLLYMUN VIM OF FRLFABRLC&TLO nJ MM)EL %6d3mLsp ♦+ Company L4p 1 M r _. rAftOY f M�MMn O�UMIM M 0 t� a m N O V m N N DRAFT MAPC 50YEARS ME r POLITE _ .. COUNCIL SMART GROWTH AND REGIONAL COLLABORATION Town of Reading Bicycle Network and Pedestrian Priority Plan May 2014 5d ti F::I Town of Reading Bicycle Network and Pedestrian Priority Plan Acknowledgments We would like to thank The Town of Reading staff who provided input on this project, including the planning department, engineering department, department of public works, safety officers, Town Administrator, Walkable Reading, and other stakeholders from the Town of Reading. Professional technical assistance provided by the Metropolitan Area Planning Council: Sarah Kurpiel Lee, Transportation Engineer and Planner; Chris Kuschel, Regional Planner; David Loutzenheiser, Transportation Planner; and Bill Wang, GIS Analyst. This project was undertaken with funding provided by the Town of Reading and from the Boston Metropolitan Area Planning Organization (MPO) Unified Planning Work Program (UPWP). Cover photo: Bicycles parked at the Reading commuter rail station 1 5dl& Town of Reading Bicycle Network and Pedestrian Priority Plan Table of Contents Acknowledgments.......................................................................................................... ..............................2 Tableof Figures .............................................................................................................. ..............................4 ExecutiveSummary ....................................................................................................... ..............................5 Introduction.................................................................................................................... ..............................6 PedestrianRecommendations .................................................................................. ............................... 11 BicycleRecommendations .......................................................................................... .............................31 NextSteps .................................................................................................................. ............................... 41 Appendix A - Pedestrian and Bicycle Facility Design Guidelines and References ............................... 42 Appendix B - MassDOT Road Network Functional Classifications ......................... ............................... 44 Appendix C - List of All Street Segments Analyzed ................................................. ............................... 45 3 5&3 Town of Reading Bicycle Network and Pedestrian Priority Plan List of Figures and Tables Figure 1: Example of existing conditions - West Street (between Oak St. and Town line) ......................7 Figure 2: Example of proposed conditions - West Street (between Oak St. and Town line) ...................7 Figure 3: Town of Reading Walking Routes Map ...................................................... ............................... 12 Figure 4: Reading Sidewalk Gaps (Local and Non -local Roads) and Sidewalk Priority Locations....... 30 Figure5: Cycle track .................................................................................................. ............................... 33 Figure 6: Buffered bicycle lanes ................................................................................ ............................... 33 Figure7: Bicycle lanes ............................................................................................... ............................... 34 Figure8: Shared lane markings ................................................................................ ............................... 34 Figure 10 Reading Bicycle Network Plan ................................................................. ............................... 39 Table1: Travel to Work Mode Share ............................................................................ ..............................8 Table 2: Pedestrian Recommendations, Additional Schools .................................. ............................... 27 Table 3: Reading Pedestrian Infrastructure Priority Locations ............................... ............................... 29 Table 4: Reading Bicycle Recommendations ........................................................... ............................... 40 5dly Town of Reading Bicycle Network and Pedestrian Priority Plan Executive Summary [To be included when report is near completion] 5d15 Town of Reading Bicycle Network and Pedestrian Priority Plan Introduction The Metropolitan Area Planning Council (MAPC) is assisting the Town of Reading in advancing pedestrian and bicycle plans, focusing on short-term and low -cost solutions. The Town has already taken several proactive steps to prioritize bicycle and pedestrian access, including approximately 2 miles of new bicycle lanes on Haverhill Street, reconstructing the Downtown to make it a more pedestrian - friendly environment, and advancing a Complete Streets policy. This Bicycle Network and Pedestrian Priority Plan will supplement these efforts and help create connectivity for non - vehicular travel throughout the Town. The primary goals of this effort are to 1) develop a bicycle and pedestrian network plan consisting of town -wide connections; and, 2) begin to institutionalize the implementation of pedestrian and bicycle accommodation at the local level in all projects. The recommendations in this report are not intended to supplant or contradict any existing plans in the communities (open space plans, master plans, etc.). Rather, this document can be used in conjunction with these other initiatives, as well as in coordination with private development efforts, and assist in prioritization and identifying opportunities for new pedestrian facilities and bicycle accommodations during upcoming roadway repaving efforts. As part of this planning effort, existing conditions and potential opportunities have been identified for all major roads within the Town.' This planning effort identifies a network of on- and off -road connections and routes, including proposed bicycle and pedestrian accommodations, and the proposed cross - sections (i.e., allocation of the curb -to -curb space). This report is organized into two sections. First, it provides an overview of pedestrian facilities followed by a detailed discussion of pedestrian recommendations at high priority sites. Second, it provides an overview of bicycle facilities followed by a detailed discussion of the bicycle recommendations. These recommendations create a network of bicycle and pedestrian facilities based upon existing roadway configurations with no changes to curb location, existing on- street parking requirements, or the existing number of vehicular travel lanes. Recommendations are based on highlighting existing, low -cost opportunities for improvements, generally through roadway restriping for bicycle facilities and crosswalk or sidewalk improvements or construction of pedestrian facilities. Therefore, the proposed changes are appropriate for near -term (ranging from immediate to 2 -3 year) implementation. Beyond the scope of this study, we urge the Town to examine whether rights of way are wide enough to incorporate bicycle and /or pedestrian facilities when completely redesigning and reconstructing roads and encourage the Town to examine whether there are opportunities to reduce the number of travel lanes or remove on- street parking in order to provide bicycle facilities. An example of a roadway reallocation is shown in Figure 1 and Figure 2. The first diagram depicts the existing conditions of West Street in Reading. The second diagram depicts MAPC's proposed reallocation of the roadway space. Without any changes in the curb -to -curb width, this segment is able to accommodate bicycle lanes in each direction by slightly narrowing the vehicular travel lanes. The travel lanes, which are proposed as 10.5' and 11.0' are well within the guidance provided by the MassDOT Project Development and Design Guide. According to this guidance, travel lanes on non - local roads should be between 10' and 12'. ' Major roads were identified by examining the MaSSDOT functional roadway classification for the Town of Reading (See Appendix C). In general, local roads were excluded from the analysis unless the Town identified them as an important connection. 5dl�o Town of Reading Bicycle Network and Pedestrian Priority Plan Figure 1: Example of existing conditions - West Street (between Oak St. and Woburn City line) •fp i1V5110INB MP',N,. NO�,O K41G. Figure 2: Example of proposed conditions - West Street (between Oak St. and Woburn City line) 5dn Town of Reading Bicycle Network and Pedestrian Priority Plan MAPC considered the following for potential bicycle accommodations: exclusive bicycle lanes, cycle tracks or buffered bicycle lanes, shared lane markings, and shared use paths. As compared with bicycle lanes and shared lane markings, cycle tracks and buffered bicycle lanes require greater roadway width to accommodate these facilities. Although MAPC considered opportunities to include these facilities, under existing roadway widths there were no opportunities within the Town. The Town may wish to consider incorporating these facilities in the future for any roadway reconstruction projects. Pedestrian recommendations focus on local priority areas and include crossing improvements, sidewalk improvements, and new sidewalk locations. At the conclusion of the planning effort, it will be the responsibility of the Town to implement the recommendations. MAPC recommends implementing these bicycle and pedestrian recommendations as roadways are repaved and /or reconstructed over the next few construction seasons to minimize costs and to ensure optimal roadway surface conditions for cycling. Note on Recommendations MAPC developed the following recommendations for pedestrian and bicycle accommodations based on current best practices and local conditions.2 MAPC has met with staff members from the Town of Reading to discuss and finalize the recommendations. The Town should implement these recommendations based on local priorities, funding and public support. In addition, proper education for all users of the roadway should be prioritized along with any changes in infrastructure. Commute Data The 2010 American Community Survey compiles statistics over a 5 year period about the modes people use to travel to work. The results are summarized for Reading and compared with regional and state data in Table 1 below. Note that the ACS survey is given to less than 15% of all households over a five year period; therefore, margins of error may be significant. Table 1: Travel to Work Mode Share Municipality Population Employees Walk Bicycle Drive Transit Other 010) (%') (%) M (9/0) Reading 24,747 12,654 1.6 0.4 86.5 6.8 4.3 MAPC 3,066,394 1,820,350 6.6 1.1 66.7 16.7 8.8 Massachusetts 6,587,536 3,304,919 4.8 0.7 75.6 9.4 9.5 Source: 2010 American Community Survey, 2010 Census Percentages may not equal 100% due to rounding. The Reading commuter rail station is the most highly utilized on the Haverhill line, with approximately 927 daily weekday boardings3. Although the Reading commuter rail station is very popular, given the current mode shares for Reading residents there is still room for significant increases in non -auto mode shares including transit, walking, and biking. As shown in Table 1, the percentage of commuters traveling by private vehicles in Reading is significantly higher than the MAPC region and state average with approximately 87% of all residents driving to work. In addition, the bicycle and walking mode share for the Town is lower than the averages for both the MAPC region and the Commonwealth. Because residents have access to a commuter rail stop, bus line, as well as many neighborhood walking routes, there is potentially a significant opportunity to increase the 2 Note that MAPC did not undertake detailed intersection design as apart of this plan; rather, these recommendations are based upon on -site mid -block measurements and observations, and may require additional design at intersections and other conflict areas. Because roadway widths can be inconsistent, prior to installing bicycle facilities, road segments should be evaluated by the municipalities to ensure that the roadway is able to incorporate the recommendations. 3 MBTA Ridership and Service Statistics. Thirteenth Edition 2010. 8 5418 Town of Reading Bicycle Network and Pedestrian Priority Plan percentages of these non - vehicular modes of travel. Prioritizing and funding the installation of additional bicycle and pedestrian facilities may increase the non - vehicular mode share, improve air quality in the town and increase physical activity of residents. Complete Streets Policy Complete streets refer to roadways that are safe, comfortable, and accessible for all users - including pedestrians, bicyclists, motorists, and bus riders - of the roadway of all ages and abilities. In conjunction with this bicycle and pedestrian plan project, the Town of Reading has decided to pursue adoption of a complete streets policy through its Board of Selectmen. The policy is not a design prescription for required facilities on specific roadways; rather, it directs the Town to consider and look for opportunities to incorporate the needs of all users during both routine maintenance and roadway reconstruction projects. This bicycle and pedestrian plan report is intended to provide specific recommendations to assist with planning and implementation of the complete streets policy. Working with Reading's Parking- Traffic - Transportation Task Force, MAPC has drafted a complete streets policy tailored to meet the Town's goals, such as improving the health of its residents through increased physical activity. MAPC presented the draft policy to the Community Planning and Development Commission on January 27, 2013. The Commission unanimously voted to support adoption of the policy by the Board of Selectmen. A vote by the Board of Selectmen is tentatively scheduled to take place in June 2014. Town of Reading Bicycle - Pedestrian Accomplishments This bicycle network and pedestrian priority plan is the latest among a number of initiatives the Town has engaged in to promote alternative forms of transportation and improve the health and safety of the community. These multiple initiatives and programs work together and the Town has recently seen record numbers of both bicycling and walking throughout the community. Related projects and initiatives include: • Heafthy Communities initiative - this program aims to encourage walking and includes a public education component of the benefits of everyday physical activity • Main St. Improvement Project - From 2008 -2009, the Town's downtown was reconstructed with wide sidewalks, brick pavings, pedestrian - scaled street lighting, updated crossing signals, new crosswalks, and curb extensions • Parking, Transportation, Traffic, Task Force - This group, comprised of Planning, Department of Public Works, Town Engineering, Police Safety Officers, and Town Administrator meets monthly to discuss pedestrian and bicycle planning efforts, new opportunities, and issues • Update of zoning by-law - the Town is in the process of updating its zoning by -laws. The updated by -laws will reflect current zoning best practices for creating a sustainable community with a high quality of life. • South Main Street Design Best Practices - The Community Planning and Development Commission has developed a set of Design Best Practices as a way to communicate to property owners and developers the community's preferences related to development attributes in this corridor, which aim to improve the quality of site design and improve the pedestrian environment. • Main St. Road Diet - the Town worked with the Boston Metropolitan Area Planning Organization to study the feasibility of reducing the number of travel lanes on a segment of Main Street from four to three, thus allowing for space for bicycle lanes. • Main St. Corridor Study - the Town collaborated with MAPC, Wakefield, and Melrose to develop a transportation plan that focuses on achieving sustainable development and land use objectives. 61 5dlq Town of Reading Bicycle Network and Pedestrian Priority Plan • North Suburban Planning Council Priority Mapping Project - The NSPC Priority Mapping Project was a 1.5 year -long effort to identify and map local and regional priorities for development, preservation, and infrastructure investments within the subregion. Reading was one of eight municipalities that participated in this project. • Sidewalk along Vine Street - The Town constructed a sidewalk from Mineral Street to High Street. This is a street heavily used by commuters and the sidewalk has increased the safety of both commuters and school children. • Haverhill St bike lane - the Town's first bicycle lane was constructed, comprising approximately two miles of roadway. • Complete streets policy - the Town is working with MAPC to develop a framework complete streets policy to consider and look for opportunities to incorporate the needs of all users during both routine maintenance and roadway reconstruction projects. 10 5 d2o Town of Reading Bicycle Network and Pedestrian Priority Plan Pedestrian Recommendations Working with Town staff, MAPC identified several high priority areas for pedestrian improvements. The high priority areas include schools, the commuter rail station, and dense retail districts. These recommendations include crosswalk striping, curb extension locations, sidewalk improvements, and new sidewalks. Areas around schools, in particular, should focus on providing pedestrian amenities in order to increase the safety of students, parents, and teachers. Providing a safe pedestrian environment for students to access school is essential and may help reduce the number of vehicular trips in Reading. Town of Reading Neighborhood Walking Routes Walkable Reading and the Town have completed a "neighborhood walks" map that contains several loops throughout the Town, which provide routes to various points of interest, including off -road trails, parks, conservation areas, sports fields, and playgrounds. See Figure 3 for a map of these routes. Although it has not yet been formalized, the Town may consider prioritization of sidewalk projects based upon these key routes. In addition, during the development of the Priority Mapping Project the Board of Selectmen discussed the importance of creating a neighborhood link to Lake Q. This would enhance pedestrian and bicycle access to this regional destination. The Town is examining whether easements could provide a link to this popular area. 11 5dW Town of Reading Bicycle Network and Pedestrian Priority Plan f NEIGHBORHOOD WALKS 'JJkIH REALI PJi, �:' NN t` W+E wan � ,'•\ rnr�. �s1�w•• Figure 3: Town of Reading Neighborhood Walking Routes Map 12 56Z OaO � i tar ••� n;.. „,,. -- � nor � 1 •q1,.. £ 1 I 1 FnRRMY1 SMF Loop "M 101M L-0 �J da CYYI.IIY iN. plMllA♦� may, N - YG�Y� LOOP VIII dlNC-IUN) •„�. p t • we.n � SY7�IIY O 4- twM �� 1 `P /3 . 4TTT 4 � , P& r a .a` LOOP ♦ : .c °^ > l !7, SYQwWCni V%. BrkOIOY CdM • .� 4 � L PWYWowd 3= — awce INUNkm Loop F QxC SMng .. '� r- `p } hN A.-. Pant - — J-V— EV— LLOOp ... TIM �` cAKEF ELL) _ R7Wn LOOP • , —L— " -l1Y1 —LOOP 11D(SJHN b TnNEHAV #Y7MtR- 6.OPU- OpOnIP000 O�FSW I •��CWhnon 91 -Ngpnr CO Am M,wcgW \ --K—td-VV..&OpIl- LOnO TNW: SWcIOO PmWA UN MW OW N1&2000 DWO wuu: Town a ROOGnq, MOUOIe •• MOM C— ABM ROLT = P—b LW TMI n7 OWn WYks PbOOO OY WOMOW RW10rq. .. Ph—W Car Am - Wplo N Figure 3: Town of Reading Neighborhood Walking Routes Map 12 56Z Town of Reading Bicycle Network and Pedestrian Priority Plan Overview of Pedestrian Facilities A number of resources are available that provide detailed information on pedestrian facilities, including The Boston Region's Pedestrian Transportation Plan.4 The following are brief descriptions of the facilities considered for Reading's high priority locations. See Appendix A for a list of additional resources for pedestrian and bicycle facility guidelines. Sidewalks Sidewalk availability and accessibility is an important part of transportation infrastructure in every city and town. Increased levels of activity (including walking and cycling) in a community can improve health, provide an increase in economic development, and reduce vehicle use, air pollution, and the cost for maintaining local roadways. The current regional policy guidelines (The Boston Region's Pedestrian Transportation Plan) call for the provision of sidewalks or other pedestrian accommodation on both sides of all roadways. The sidewalks should provide pedestrians with multiple options to access their destination, and to minimize the need for pedestrians to cross roadways to access a sidewalk. Although limited rights of way may limit the possible width of sidewalks, The Americans with Disabilities Act mandates a minimum width of three feet of unobstructed sidewalk passageway. Generally, a sidewalk width of five feet allows two adults to walk comfortably side -by -side. A grass buffer of one or more feet, often with planted trees, can separate the pedestrian space from the vehicular travel lanes, adding to the comfort of pedestrians. Crosswalks Crosswalks greatly contribute towards pedestrian safety. Crosswalks should be provided at intersections or mid -block locations where pedestrians cross the roadway, should be placed at regular intervals and at convenient locations, and be visible to both the motorist and the pedestrian. ADA- compliant wheelchair ramps should be provided at all crosswalks. MAPC recommends utilizing the continental or ladder style crosswalks as opposed to the transverse marking style (also known as the "standard" style), because they are.more visible to motorists. Crosswalks should ideally consist of non -skid, thermoplastic, retro - reflective material. Although this material is initially more costly than paint, it is longer lasting and requires less maintenance; therefore, it is more cost effective in the longer run. As with sidewalks, crosswalks should be a smooth surface and accessible for wheelchairs and walkers of all ages and abilities. Brick crosswalks, therefore, should generally be avoided. The Town may wish, however, to utilize enhanced crosswalk designs that do not impede users' ability to cross. These designs include different colored pavements and /or bands of decorative paving (e.g., bricks) or decorative stamps along the outside edges of the crosswalk (i.e., not within the pedestrian path of travel). 4 Adopted and released by MAPC in June, 2010. www.mapc.org/resources /oed -clan 13 56a3 Town of Reading Bicycle Network and Pedestrian Priority Plan Continental sidewalk (High Street, Reading) Transverse (Standard) crosswalk 14 5N� Town of Reading Bicycle Network and Pedestrian Priority Plan Additional Pedestrian Facilities Considered 15 ADA compliance - Americans with Disabilities Act Standards for Accessible Design applies to all projects involving new or altered pedestrian facilities. While these improvements for people with disabilities are mandated, street designs that accommodate people with disabilities, e.g., tactile curb ramps, create a better walking environment for all pedestrians. Advanced yield lines - These markings encourage drivers to stop further back from crosswalks and, therefore, improve their visibility of pedestrians in the roadway. Curb extensions - Extending the sidewalk at crossings decreases the crossing distance for pedestrians and increases their visibility. Emergency access is often improved because intersections are kept clear of parked cars. Curb extensions should only be utilized where on- street parking is present (i.e., they should not be used to reduce a travel lane or a bicycle lane to an unsafe width). Crossing (refuge) islands - Raised islands within the roadway have many benefits, such as allowing pedestrians to cross fewer lanes of traffic at a time, providing a refuge so that slower pedestrians can wait for a break in the traffic stream, allowing pedestrians to focus on traffic from only one direction at a time, and reducing the total distance over which pedestrians are exposed to potential conflicts with motor vehicles. 5d as Town of Reading Bicycle Network and Pedestrian Priority Plan --1-7=f - Tighe curb radius moons a shorter crosswalk. ."It Wide curb rodius moons a longer crosswalk_ ELI Curb radii - Curb radii is the measurement of the sharpness of a corner at an intersection. Generally, a smaller or tighter curb radius is better for pedestrians because it allows for more sidewalk space, flexibility in the placement of curb ramps, shorter street crossings, requires vehicles to slow as they turn the corner, and improves sight distance between pedestrians and drivers. In- street Stop for Pedestrian Signs - These signs are placed in the center of the roadway at crosswalk locations to increase the visibility of pedestrians and remind motorists to yield to them. Li htin - According to the Federal Highway Administration, effective street lighting can decrease pedestrian crashes by approximately 50 percent. Street lighting, necessary for all modes of transportation, provides visibility and safety during non - daylight hours. The height of street lights and spacing between street lights needs to both clearly illuminate pedestrians and the roadway. Pedestrian Signals - Signal indications inform pedestrians when it is safe to cross the roadway. The timing of walk indications are determined by the crosswalk length and should be timed to allow for pedestrians to safely cross roadways. Traffic signal timings should be updated with the 2009 Manual on Uniform Traffic Control Devices (MUTCD) walking rate of 3.5 feet per second. Pedestrian countdown timers, indicating the amount of time remaining for pedestrian crossings, should be installed where appropriate. 56Q� � 17 Town of Reading Bicycle Network and Pedestrian Priority Plan Raised Crosswalk - A raised crosswalk provides pedestrians with an elevated roadway crossing, making the pedestrian more visible than in a standard crosswalk. The raised crosswalk also works as a traffic calming device, as the elevation change requires the driver to drive more slowly. 5631 Town of Reading Bicycle Network and Pedestrian Priority Plan Town of Reading High Priority Area Pedestrian Recommendations The following provide observations and recommendations for Reading's high priority areas. Commuter Rail Station The commuter rail station is centrally located in the Town's 40R Smart Growth District and within easy walking distance of Reading's downtown and numerous residential neighborhoods. The area is a hub of activity, including high numbers of walkers, bikers, and bus and commuter rail riders. In general, sidewalks are present and well- maintained throughout the vicinity. The following photos and associated text highlight specific issues noted. is At several intersections there were no crosswalks, including: • Washington St and High St (pictured) • Vine and High Street • Minot St and Washington Street • Green Street and High Street • Lincoln Street and Woburn Street In some instances (e.g., Washington and High Street) the crossing distance is very wide, which can both encourage high speeds, as well as require pedestrians to walk in the roadway for longer than necessary. Location: Washington Street Crosswalk style was inconsistent and often utilized the less visible standard crosswalk style. MAPC recommends striping continental or ladder style crosswalks. Location: High Street Town of Reading Bicycle Network and Pedestrian Priority Plan 19 Crossing distances between Reading's Downtown and the commuter rail station are very long and may pose a safety issue for pedestrians. Reading may wish to consider crossing islands or narrowing the roadway lane widths to improve pedestrian safety. Location: High Street One ramp to the station platform along High Street is not aligned to a crosswalk, and thus pedestrians must jaywalk or walk along the roadway to reach a crosswalk. Location: High Street 5d�9 i Town of Reading Bicycle Network and Pedestrian Priority Plan 20 The bus stop on Lincoln Street lacks amenities, such as a shelter to protect from inclement weather and wind. The Town should work with the MBTA on ways to incorporate this important amenity. For example, the Town could examine whether the row of parking in the lot adjacent to the sidewalk could be shifted slightly in order to widen the sidewalk and, hence, create space for a shelter. Alternatively, one or two on- street parking spaces on Lincoln Street adjacent to the bus stop could be removed in order to construct a curb extension. The shelter could be located within this space. Location: Lincoln Street At the intersection of High Street and Woburn Street, the crosswalks did not connect to ramps. MAPC recommends installing ADA accessible curb ramps at all crosswalks. Location: High Street 5d� � Town of Reading Bicycle Network and Pedestrian Priority Plan Schools Areas around schools, in particular, should focus on providing pedestrian amenities in order to increase the safety of students, parents, and teachers. Providing a safe pedestrian environment for students to access school is essential and may help reduce the number of vehicular trips in Reading. Improvements could include enhanced striping and pedestrian crossing signals. Traffic calming measures, such as speed tables, curb extensions, flashing beacons, rumble strips, and narrower travel lanes should also be considered. In general, these roadway improvements result in a higher compliance rate (i.e., lower speeds), increased pedestrian safety, and have a longer lifespan than paint or signage improvements. Hundreds of schools across Massachusetts have adopted programs to encourage students and their parents to choose walking, biking and other non -auto modes for commutes to and from school. The effectiveness of such programs largely depends on the number of students who are living within walking distance from school, but are currently being driven. The Massachusetts Safe Routes to School program partners with schools throughout the Commonwealth to help plan and implement programs that increase student walking and biking activities. The program's goals are to reduce traffic congestion and air pollution near schools while increasing the health, safety, and physical activity of students. Evaluating trends in how students and families choose to travel to school is a key component to building a successful Safe Routes to School program. Safe Routes to School staff will assist partner schools with the administration of a 3- minute online survey. Reading is a Safe Routes to School partner district so therefore has access to these resources. If the Town is interested in better understanding how students and families travel to school it should consider conducting the survey. For information on beginning this process or for additional information, please visit httP:Hmasaferoutessu rvey.org. Informational and marketing materials are available for schools to make parents aware of the online survey tool and provide them with a link to the survey. Paper versions of the survey are also available and Safe Routes to School program staff can assist with the survey collection process. Both the online and paper versions are available in multiple languages. School administrators can have direct access to survey results and reports through an administrative login on the website and program staff can also assist with report generation and the presentation of results. School and district level reports include a summary of the results accompanied by maps, tables, and charts. The reports are available to school and community officials.. With this survey information, communities can target their sidewalk and bicycle investments near schools that have the most potential for change. 21 50 Town of Reading Bicycle Network and Pedestrian Priority Plan Arthur B Lord Drive/ Birch Meadow Drive Area Along Arthur B Lord Drive and Birch Meadow Drive there are a number of pedestrian destinations, including an elementary school, middle school, high school, YMCA, and sports fields. Because of this concentration of students, this area is especially important to ensure safe and adequate facilities for pedestrians and bicyclists. Many of the crosswalks in this area were faded and in poor condition, and should be repainted to ensure pedestrian visibility. 22 The presence of an in- street "yield to pedestrian" sign assists with alerting motorists to pedestrians. However, the a- typical crosswalk treatment may confuse drivers. For consistency and to avoid confusion, MAPC recommends striping a continental or ladder style crosswalk when the existing crosswalk needs to be replaced. Location: Birch Meadow Drive Continental or ladder style crosswalks are more highly visible than the transverse style (shown to the left), and are recommended especially near schools and popular pedestrian destinations. In addition, the Town should examine whether curb radii can be reduced at the intersection of Arthur B Lord Drive and Birch Meadow Drive and at the entrance to the high school. Reducing curb radii can slow turning vehicles and thus improve pedestrian safety. Location: Birch Meadow Drive 5d3a Town of Reading Bicycle Network and Pedestrian Priority Plan Parts of the northbound side of Arthur B Lord Drive lack a sidewalk. If the necessary right -of -way exists, MAPC recommends installing a sidewalk to ensure a continuous route for pedestrians. Location: Arthur B Lord Drive Joshua Eaton School The Joshua Eaton School is an elementary school located at 365 Summer Avenue. The area has sidewalks in varying conditions, as well as crosswalks at all intersections. The following are several opportunities for improvements. 23 The crosswalks along Summer Avenue and Oak Street are in the standard transverse style. In some cases they can be difficult for motorists to see, which can pose a safety threat for pedestrians. In this area, MAPC recommends striping continental or ladder style crosswalks. Location: Summer Avenue 5433 Town of Reading Bicycle Network and Pedestrian Priority Plan 24 The accompanying photo is another example of a transverse style crosswalk that may be difficult for vehicles to see. Continental or ladder style crosswalks are strongly recommended. Location: Oak Street Parts of the sidewalk along Oak Street are in poor condition with cracked and uneven surfaces. MAPC recommends installing concrete sidewalks, which are a more durable material than asphalt. Location: Oak Street 5634 Town of Reading Bicycle Network and Pedestrian Priority Plan A. M. Barrows School A. M. Barrows School is an elementary school located at 16 Edgemont Avenue, off of West Street. There are several opportunities, near term and longer term to improve the safety of pedestrians in this area, listed below. 25 Crosswalks are present in the area, but are in the transverse style. Continental or ladder style crosswalks can be more visible to motorists, which can improve pedestrian safety. Location: Edgemont Avenue The crosswalk in front of the entrance to the school is full of parked cars, resulting in poor sight lines for motorists trying to observe pedestrians crossing the road. The location of the crosswalk and the black car in the accompanying photo could be switched so that the crosswalk is not between two parked vehicles (behind the black car is a driveway). Alternatively, a curb extension would dramatically increase visibility and reduce the crossing distance of pedestrians. Location: Edgemont Avenue 5435 Town of Reading Bicycle Network and Pedestrian Priority Plan iV A curb cut with ADA compliant ramps should be present at all crosswalks. Location: Edgemont Avenue Due to parked cars it can be difficult to see pedestrians crossing Edgemont Avenue at West Street. Continental or ladder style crosswalks and curb extensions can improve visibility and reduce crossing distances. Location: Edgemont Avenue 5-63(o Town of Reading Bicycle Network and Pedestrian Priority Plan Other Schools In addition to the locations above, MAPC observed the conditions at the other schools located in the Town. In these cases there were fewer opportunities for improvement. A summary of observations and recommendations is Table 2 below. Table 2: Pedestrian Recommendations , Additional Schools Location Positive elements Recommendations for improvement Austin Preparatory • Secluded campus setting • Stripe crosswalk at Willow School Street entrance 101 Willow Street . Consider whether entrance requires two lanes in each direction • Consider reducing curb radii to slow turning vehicles Killam School • Flashing sign • Consider curb extensions 333 Charles Street along Charles Street Walter Parker Middle . Located off quiet, low -speed • Sidewalk buffer is in poor School street condition and at a steep grade 45 Temple Street • Restripe crosswalks along Summer Ave in continental or ladder style Wood End Elementary . Located off quiet, low -speed • Restripe crosswalks at School street Franklin Street in continental 85 Sunset Rock Lane or ladder style 27 231 Town of Reading Bicycle Network and Pedestrian Priority Plan Walkers Brook Drive Walkers Brook Drive is a busy commercial district with "big box" chain retailers, grocery stores, and offices. The area is primarily auto- centric with multiple vehicular lanes in each direction; however, there is also a highly utilized bus stop for the Route 137 which travels from Reading to Malden. In addition, the route provides direct access to Lake Quinnapowitt in Wakefield. Both pedestrians and bicyclists travel along this roadway to the Lake. Improving this corridor to limit the width of crossings through a lane diet and lowering vehicular speeds would add to the comfort of non -auto users. The intersection design at New Crossing Road is an issue for local residents and pedestrians. The intersection currently lacks a crosswalk on the western leg of the intersection and thus requires pedestrians traveling from the grocery store and nearby residential neighborhood to cross three legs of the intersection in order to access the sidewalk located on New Crossing Road. MAPC recommends either striping a fourth crosswalk on the western leg of the intersection across Walkers Brook Drive, or installing a sidewalk on the eastern side of New Crossing Road, in order to improve access for local pedestrians crossing this roadway. Bus stop (Walkers Brook Drive) The bus stop on Walkers Brook Drive at New Crossing Road currently lacks amenities that could improve the comfort for bus riders. The Town, however, is in the process of purchasing a shelter and finalizing an easement agreement with abutting land owners to place this amenity. The new shelter is scheduled to be installed in 2014 and will greatly improve the comfort of riders waiting for the bus at this popular stop. Reading Downtown District MAPC examined Main Street in the downtown retail district. This area has been recently reconstructed and contains wide, buffered sidewalks, highly visible crosswalks, audible crossing signals, and a well- designed streetscape. Because the crosswalks are constructed of brick, which can become uneven over time, MAPC recommends monitoring the condition of these crosswalks to ensure that they remain in good condition. Rail Line Right of Way MAPC examined whether there was sufficient right -of -way along the existing commuter rail line to allow for a multi -use path. The commuter rail extends throughout the Town and south into Wakefield near Lake Quannapowitt. After a site visit and speaking with MBTA staff, MAPC determined that a rail trail is not feasible due to limited right of way and planned expanded use of the existing railway lines. MAPC recommends two alternatives for access the Lake: • Traveling from Ash Street, a quiet road in Reading to Parker Road in Wakefield, continuing along Elm Street to Winn Street, which provides access to the Lake. • Traveling along Walkers Brook Drive to Northern Avenue in Wakefield. Walkers Brook Drive would benefit from improvements to the pedestrian experience including improved sidewalk, landscaping, crossings, and reduced vehicular speeds on the roadway. 28 5d 38 Town of Reading Bicycle Network and Pedestrian Priority Plan Sidewalk Gaps MAPC reviewed all of the sidewalk gaps for both local and - non -local roads in Reading. Figure 4 illustrates the areas that lack pedestrian facilities, highlighting priority locations. MAPC recommends providing pedestrian facilities (sidewalks, shared use paths, etc.) on at least one side of all roadways. In addition, Table 3 provides a list of the top priority recommendations (in alphabetical order) for pedestrian facilities in Reading, based on key connections (these locations are also highlighted on the map). While the Town should direct its priorities to fixing these gaps, it should not preclude construction of sidewalks or other pedestrian facilities in other areas. Note that these recommendations reflect priorities based on gaps and network continuity, and do not reflect the cost of construction, right of way, or ownership issues. Table 3: Reading Pedestrian Infrastructure Priority Locations Street Limits Comments Grove Street Franklin Street to Strout Avenue Provides connection to Town Forest and trails Hopkins Street Main Street to Wakefield Town line Provides connection to Wakefield Salem Street Torre Street to Read in - Wakefield Important connection to Wakefield near Lake Rotary Quinnapowitt and other sites including a senior housing complex and fitness center 29 5d39 DRAFT Town of Reading Bicycle Network and Pedestrian Priority Plan Figure 4: Reading Sidewalk Gaps (Local and Non4ocal Roads) and Sidewalk Priority Locations Reading Sidewalk Gaps and Sidewalk Priority Locations N-4-1 roads with no sidewalks ® Town hall a 2ADD rM Local roads with no sidewalks t School ' Sidewalk Priority Locations Commuter rail station 4p School Marcel / Commuter ran line High-density residential Municipal boundary Water body IKMAPC SOYEARS Open apace ,..., .,o.....o Io.„ - o- ......, �. I �t 1 , I { I r` I I t I L I I r. I VI r' t 'vny f r NORTH � -• ! t f _ i READING/ S 1 1 •.. 1 1 ' 1 I WILMINGr,T.ON ,�'^ i� ! ✓ 'rte �� tit �LYNNFIELD WOBURN \ j �' �� ✓ rte,. [ I t WAKEFIELD. M� ` t STONEHAM 30 56c DRAFT Town of Reading Bicycle Network and Pedestrian Priority Plan Bicycle Recommendations The Town of Reading has been proactive in providing bicycle lanes on Haverhill Street, and has requested assistance in identifying additional opportunities for bicycle facilities to create a Town - wide network of bicycle facilities. MAPC examined the entire street network of non -local roads for the Town of Reading, collecting street width and existing condition data, and identifying opportunities and constraints for providing bicycle accommodation in those areas. The focus of this effort has been to identify, based on the existing street widths, curb locations, and parking locations, the opportunity to provide bicycle facilities on these roads in the next roadway repaving cycle. The recommendations detail the proposed roadway layout, including bicycle lane, parking, and travel lane widths. For roadways owned by the municipality, MAPC recommends striping the recommended bicycle lanes or shared lanes when repaving roadways identified in the network plan. Restriping after repaving is a cost saving measure and provides a better surface for cycling, although communities are encouraged to install bicycle facilities at any time. In some cases MAPC proposes bicycle facilities on roads not owned by the municipalities, but rather the State (i.e., MassDOT) or private ownership. In these cases the process for implementation on these roads will differ from municipality -owned roads, and MAPC encourages active engagement with the appropriate state offices to implement the recommendations. In addition, MAPC has examined previous bicycle planning efforts conducted for the Town. This includes: 1. Community Transportation Technical Assistance Program: Main Street (Route 28) from South Street to Washington Street. Reading memorandums This study, conducted by the Boston Metropolitan Planning Organization, studied the feasibility of reducing the existing configuration of two travel lanes in each direction to one lane in each direction plus a center turning lane along Main Street from South Street to Washington Street. This reconfiguration, known as a "road diet ", would provide space for bicycle lanes in each direction. The study divided the study area into three sections and recommended the road diet from Hopkins Street to the railroad tracks near Ash Street. MAPC has incorporated these recommendations as part of its bicycle network plan for the Town. 2. Main Street Corridor Study: Prepared for the Towns of Reading. Wakefield, and the City of Melrose6 MAPC collaborated with Reading, Wakefield and Melrose to develop a coherent, forward - looking transportation plan. The Main Street Corridor Study looks at ways to improve upon the existing transportation network by reducing automobile traffic while promoting commuter rail, walking, bicycling and bus transportation. This study addresses a full range of transit options and focuses on achieving sustainable development and land use objectives. 3. North Suburban Regional Bicycle Transportation Plan - Readingsection7 This study, conducted by Weston & Sampson, examined the creation of a multi - municipality on -road bicycle network that included the Town of Reading. The study identified 5 potential routes through the Town. MAPC has incorporated these routes as part of its bicycle network plan for the Town; however, MAPC relies on the most up -to -date guidance for widths of travel and bicycle lanes, which may differ from the recommendations in the Weston & Sampson report. 5 Boston Region Metropolitan Planning Organization. December 19, 2013. 6 Metropolitan Area Planning Council. January, 2012. Weston and Sampson. 2005. 31 54 Town of Reading Bicycle Network and Pedestrian Priority Plan Overview of Bicycle Facilities The on -road bicycle accommodations that were considered in this network plan include bicycle lanes, shared lane markings, and shared paths. Complementing bicycle facilities should be campaigns (e.g., driver education, mailings, signage) to educate both motorists and cyclists on the meaning of the new pavement markings and the laws governing how these modes of transport interact with each other. In addition, ensuring that bicycle lanes are free from debris such as sand and trash is important to allow cyclists to safely use the bicycle facilities. In general, MAPC based its recommendations upon the design guidelines specified in the AASHTO Guide for Planning. Design. and Operation of Bicycle Facilities8. Following the established guidance MAPC recommends on- street parking lanes of 7 -8' and travel lanes of 10 -12'. Eleven feet is often ideal. Travel lanes greater than 12' may encourage vehicles to speed, whereas 10' is adequate on many roads but may be less than optimal for bus routes and roadways with heavy or wide vehicles. The following are brief descriptions of different types of bicycle facilities. The list is ordered by desirability, with facilities providing the highest separation between vehicles and bicycles listed first. Please see Appendix A - Pedestrian and Bicycle Facility Design Guidelines and References for resources containing complete descriptions, photos, and design guidance for these bicycles facilities.9 8 See Chapter 4: Design of On -Road Facilities: http: / /www.railstotrails.org/ resources / documents /ourWork/trailBu ilding/DraftBikeGuideFeb20lO.Ddf 9 The illustrations below depicting the various bicycle facilities are from the NACTO Urban Bikeway Design Guide, accessible online at htto: / /nacto.orVcities- for- cycling/design- guide/ 32 5a�a Town of Reading Bicycle Network and Pedestrian Priority Plan Cycle Track - A cycle track, illustrated in Figure 5, is an exclusive bicycle facility that combines the user experience of a separated path with the on- street infrastructure of a conventional bicycle lane. A cycle track is physically separated from motor vehicle traffic and is distinct from the sidewalk. A cycle track may be placed at the street level, sidewalk level, or in between. Figure 5: Cycle track (Source: NACTO) Buffered Bicycle Lane - Buffered bicycle lanes, illustrated in Figure 6, are conventional bicycle lanes paired with a designated buffer space separating the bicycle lane from the adjacent motor vehicle travel lane and /or parking lane. Pavement markings usually provide this buffer, and there is generally no physical separation between vehicles and cyclists. Figure 6: Buffered bicycle lanes (Source: NACTO) 33 56`�3 Town of Reading Bicycle Network and Pedestrian Priority Plan Bicycle Lane - A bicycle lane, illustrated in Figure 7, is defined as a portion of the roadway that has been designated by striping, signage, and pavement markings for the preferential or exclusive use of bicyclists. Figure 7: Bicycle lanes (Source: NACTO) Shared Lane - Shared lane markings (SLMs), or "sharrows," illustrated in Figure 8, are road markings that indicate a shared lane environment for bicycles and automobiles. Among other benefits, shared lane markings reinforce the legitimacy of bicycle traffic on the street and mark the recommended position within the roadway for bicyclists. Sharrows should be marked as frequently as 100' apart and not greater than 250' apart, as well as immediately after intersections. Figure 8: Shared lane markings (Source: NACTO) 34 56qq Town of Reading Bicycle Network and Pedestrian Priority Plan Si na e - Signs can complement the pavement markings, further alerting motorists to the presence of bicyclists and encouraging all users to share the road. On quiet residential streets with good connections and low traffic volumes or low speeds, signs can be used as a means of connecting the bicycle network through these areas without the need to install pavement markings. Signs can also be used for wayfinding purposes to direct cyclists to off -road paths and various points of interest. Examples of bicycle signage 35 �d�5 Town of Reading Bicycle Network and Pedestrian Priority Plan Town of Reading Bicycle Facilities Recommendations There are a number of streets in Reading identified on the Reading Bicycle Network Map (Figure 9) and Reading Bicycle Recommendations Table (Table 4) with potential for bicycle facilities in the short term. The bicycle network creates connections to schools, the commuter rail station, downtown, residential areas, and to the adjacent communities. Providing safe and comfortable bicycle facilities to these important connections can improve the health of the Town's residents, and reduce reliance on automobiles for shorter trips, which in turn can reduce congestion in the Town. The table provides details on the recommendations for proposed striping. There is often flexibility in the recommendations regarding the allocation of roadway space while still following the guidance from MassDOT. For non -local roads, MassDOT recommends travel lane widths between 10 -12 feet. For local roads, MassDOT recommends travel lane widths of 9 -11 feet. For example, a 30' foot road with no on- street parking could be configured with: • Two 5' bicycle lanes and two 10' travel lanes; • Two 4.5' bicycle lanes and two 10.5' travel lanes; or, • Two 4' bicycle lanes and two 11' travel lanes Working within the established guidance presented in this document, the Town has the ability to make adjustments to the recommendations where appropriate to meet Town approval. The Network Plan proposes approximately 8.4 miles of new bicycles lanes throughout the Town of Reading. Many miles of shared lanes (sharrows) are also proposed on roadways that cannot accommodate bicycle lanes within their current geometric configuration. These recommendations are based upon existing roadway configurations and widths with the exception of a segment of Main Street, which was previously identified for a "road diet" in order to accommodate bicycle lanes. In a recent analysis, the Boston Region Metropolitan Planning Organization recommends changing the roadway configuration from two travel lanes in each direction to one lane in each direction plus a center turning lane between Hopkins Street and the railroad crossing near Ash Street. In addition to the segment of Main Street discussed above, MAPC recommends the Town analyze two additional roadway segments for suitability of a road diet: 1. Main Street from Salem Street to North Reading Town line Main Street north of the downtown has two travel lanes in each direction and lacks adequate width to stripe bicycle lanes. This segment of Main Street is a busy roadway with vehicles often traveling at high speeds. In its current configuration, MAPC recommends routing bicycle traffic along Charles Street to Pearl Street, which runs approximately parallel to Main Street. The segment of Main Street from Salem Street to Charles Street is a gap in this connection and in the short term could be partially addressed through shared lane markings. The Town has begun considering whether Main Street from Salem Street to the North Reading Town line would be appropriate for a road diet. Specifically, it has had preliminary conversations with MassDOT to examine the potential for converting the four travel lanes to two travel lanes plus wide bicycle lanes. MassDOT will perform additional analysis during a roadway construction project in summer 2014 to determine whether a lane diet is appropriate. 2. Walkers Brook Drive from John Street to Wakefield Town line Walkers Brook Drive is a high -speed roadway with two to three travel lanes in each direction and direct access to 1 -95. It also provides an important connection to the popular Lake Quannapowitt, located directly south of Reading/Wakefield town line. The existing space allows for four foot bicycle lanes, which meets the minimum standards set forth by MassDOT. In order to provide additional safety and comfort for bicyclists MAPC recommends the Town analyze whether a road diet is appropriate or whether there is adequate right -of -way to create a multiuse side -path adjacent to the roadway for both pedestrians and cyclists. 5d'1lo Town of Reading Bicycle Network and Pedestrian Priority Plan The Reading Bicycle Network Plan also identifies several locations as "conflict points." These points are potentially dangerous intersections for cyclists and /or pedestrians to navigate. These areas may require design changes, traffic calming treatments, or signals to improve safety. The conflict points MAPC identified are located at the following intersections: • Main Street at Pearl Street. As illustrated on the Reading Bicycle Network Plan, Pearl Street is proposed as a bicycle route heading north through the Town as an alternative to Main Street. The intersection where Pearl Street crosses Main Street has poor sight lines and lacks crosswalks. These attributes, along with the high speeds of vehicles driving along Main Street, as well as the four travel lanes, can create a potentially dangerous situation. • Main Street at Franklin Street. As with the intersection described above, the intersection of Main Street and Franklin Street provides a potentially dangerous crossing. The Town of Reading is currently working with MassDOT on both near term and longer term improvements. The near -term improvements for summer /fall 2014 will include: • ADA compliant sidewalk improvements • Left turn lanes on Main Street, so that queued opposing left turn vehicles do not obscure oncoming through traffic • Protected -only left turn phasing on Main Street and provide far -side post- mounted signals on Main Street northbound and southbound to improve signal visibility • Extending the length of exclusive left -turn phase on Main Street southbound to allow more vehicles to turn left without conflict • Evaluating signal timing on all approaches and adjusting the timing to improve intersection efficiency, if possible • Installing new pavement markings and traffic signage to support the creation of the dedicated left -turn lane on Main Street In addition to the improvements listed above, MassDOT plans to undertake a resurfacing project that may include a lane diet and allow for bicycle facilities. • Main at Ash Street. This area contains several aspects that create a potentially dangerous situation for bicyclists. Main Street crosses the commuter rail tracks and then intersects Ash Street at a non -right angle. The roadway configuration at this intersection results in an extremely long crossing at Ash Street and the wide turning radii allow cars to turn onto Main Street at high speeds. In addition, auto-oriented businesses, such as a McDonald's drive - through area and a gas station result in many turning vehicles. • Entrances to rotary at Haverhill Street and Salem Streets. Rotaries designed for high speed vehicles, such as the one Reading shares with Wakefield, pose a challenge for bicyclists and pedestrians. Over the long term this rotary should be reconstructed in a way that safely accommodates all users. In the shorter term, the Town should explore ways to increase the safety and comfort, such as widening the sidewalk to accommodate both bicyclists and pedestrians, striping highly visible crosswalks, and installing signs altering motorists to cyclists and pedestrians. A section of Lincoln Street (between Washington Street and Prescott Street) contains pull -in angled parking. This roadway segment contains adequate width for bicycle lanes; however, pull -in angled parking located to the right of a bicycle lane is dangerous for cyclists as visibility is severely limited while backing out of the space. An alternative configuration reverses the angle of the parking, requiring drivers to back -in rather than pull -in. The rear of the vehicle is adjacent to the sidewalk rather than the vehicle lane. Since back -in angled parking 37 Example of reverse Angled Parking Location: Akron, Ohio Source: Downtown Akron Partnership 56m Town of Reading Bicycle Network and Pedestrian Priority Plan increases driver visibility, there are fewer conflicts with pedestrians and bicyclists. This parking configuration also allows for safer loading and unloading of passengers and goods. This parking alternative would retain the existing number of parking spaces and increase bicyclist safety. In addition, a segment of High Street (between Washington Street and Woburn Street) contains head - on parking. Requiring vehicles to back in to these spaces would increase bicyclist safety and would not require any changes to the roadway configuration. There are a number of roadways that were considered for bicycle facilities but either lacked sufficient curb -to -curb space, did not support an important connection, or an alternative connection exists. See Appendix C for a list of all the street segments and their associated widths analyzed by MAPC. MAPC also discussed potential off -road trails with the Town. There are currently a number of trails throughout the Town, most of which are located in the Town Forest and Bare Meadow. There is a proposal from the Northern Area Greenway Task Force to connect these two large areas of open space into a connected trail known as the Ipswich River Greenway, identified on Bicycle Network Plan as a Regional Greenway.10 The Town should also explore whether a trail through the wetlands on the east side of the Town parallel to Haverhill Street is feasible. Finally, a trail through conservation land at the end of Vine Street to Willow Street (parallel to the tracks) would create an alternative route for commuters to avoid heavily trafficked routes. 10 See htto:// readinema. virLualtownhall .net/Paaes /ReadingMA Conservation /IRG for additional information. 38 DRAFT Reading Bicycle Network Plan Town of Reading Bicycle Network and Pedestrian Priority Plan Figure 9 Reading Bicycle Network Plan Onaaad bike racairy / Wall%bike One i PropoNd tIHM I.- Propoud Owwd lem merldnp or Npw Walk facility Walk Trail Proposed Walk Trop HIillft4era ty residential 4P School parcel ® Town hall i School T Cammutar rail station / Commuter rail line Munkdpai boundary Water body Open apace 0 point ` •I r NORTH READING r r•) r l ;r'"" /�... •.r. cam°' ' I t WILMINGIT•©N a �i 11 1 ✓ \ ~ "� b T 7.000 rurq isn a Rwaa, a�oe,, rkwa0r IKMAPC 50YEARS W, a.. l .. ,� •\ S� yam./ �, ,,.,,,�sr( � -/ „./ i � +��� \, \/ j� e,,,• + r/ i (tip / / n \ � }.�� ` �+ jT• � INS / •" -- ♦ a.r../ tank I.. 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(STONEHAM t Lt \.\ t t ~� r+... i'. r1 t i •I DRAFT Table 4: Reading Bicycle Recommendations Town of Reading Bicycle Network and Pedestrian Priority Plan - YY�M� >CYdgfmGYhe 9XgrywMS W oYbo�Opa�MpwW M�rrl� 11p1�4Ybbekwn WI �IWr1YAMOYm nu End mvlp� 'M C.31 40 e�e�seSOME ��� o�� � "sM aMMMs ©M,pMMMeM - t- ��--r_ *�--- •moo -�o��� o��mm�o���- �-- mm���� - -�-- ,_, --r -� r- •- � --n- -r -•-rte -� o- err --+� -moo ono ©m �o� �I o�-- aEt�a���� -- r��+ o�� o��� © ©� � ©� ©� -�,- -! � ©o�� `' ��5-,.._--t•+-- r'-^-- �0— �0���© ��Cx* 9L�v�o t•"�— �0— ti'�r•�rrrrrTrr•���� Elm - YY�M� >CYdgfmGYhe 9XgrywMS W oYbo�Opa�MpwW M�rrl� 11p1�4Ybbekwn WI �IWr1YAMOYm nu End mvlp� 'M C.31 40 DRAFT Town of Reading Bicycle Network and Pedestrian Priority Plan Next Steps This report provides a number of opportunities for constructing bicycle and pedestrian facilities. Implementation of the plan requires a multi -prong approach. Below is a summary of next steps to further the Town of Reading's efforts to increase walking and bicycling and to improve the quality of life and health of the community. Action steps include: • Incorporate bicycle facilities as a matter of routine - most bicycle facilities, such as bicycle lanes and shared lane markings are relatively low cost solutions. Incorporating these facilities when a road is re paved/ restri ped will lead to incremental change in a cost - effective manner. • Prioritize sidewalk investments proactively - the Town should review its approach to prioritizing sidewalk construction and repairs. One consideration for prioritizing sidewalk construction and improvements could be the Neighborhood Walks Map. • Seek out additional funding sources - Reading typically allocates approximately $50,000 per year to sidewalk improvements. The Town should proactively seek out additional funding sources and grants. An example of potential funding is the pending Complete Streets Certification program. This program will allocate $10,000,000 per year for five years to be distributed among certified communities to plan and implement complete streets. • Adopt a complete streets policy - The Town is in the process of adopting a complete streets policy, which aims to make incorporate pedestrian and bicycle facilities and amenities a part of both routine projects, as well as larger ones. • Work with adjacent communities - As Reading prioritizes and begins to install pedestrian and bicycle facilities, Planning, DPW, and Engineering should communicate with their counterparts in the adjacent communities of Lynnfield, North Reading, Stoneham, Wakefield, Wilmington, and Woburn, to ensure continuous facilities beyond municipal borders, especially when there are important destinations for Reading residents, including access to Lake Quinnapowitt. • Work with community partners - the Town may wish to engage relevant community partners involved in increasing physical activity to explore ways to improve the pedestrian and bicycle experience. For example, the Town of Lexington worked with a local bicycle shop to increase the number and quality of bicycle parking near its shop. • Continue to promote walking and bicycling - in addition to providing new and improved pedestrian /bicycle infrastructure and amenities, the Town can advertise its walking routes and trails through the Town's website and through other media. 41 5a51 Town of Reading Bicycle Network and Pedestrian Priority Plan Appendix A - Pedestrian and Bicycle Facility Design Guidelines and References MassDOT's Development and Design Guidebook" The primary resource that should be adhered to is the MassDOT Project Development and Design Guidebook. Multimodal accommodation that encourages and supports safe travel for pedestrians, bicyclists and other modes of travel is a key feature of the MassDOT Guidebook. The MassDOT Guidebook directs the designer to begin at the edge with the pedestrian and work their way in, to ensure that the needs of non - motorized users remain integral to project planning and design. This approach facilitates the use of context - sensitive design, environmental protection and the careful consideration of the safety and accessibility needs of pedestrians, bicyclists and non - motorized facility users. NACTO's Urban Street Design Guide The NACTO Urban Street Design Guide shows how streets of every size can be reimagined and reoriented to prioritize safe driving and transit, biking, walking, and public activity. Unlike older, more conservative engineering manuals, this design guide emphasizes the core principle that urban streets are public places and have a larger role to play in communities than solely being conduits for traffic. In April 2014 MassDOT officially endorsed the Urban Street Design Guide. Manual on Uniform Traffic Control Devices (MUTCD)12 The Manual on Uniform Traffic Control Devices, or MUTCD defines the standards used by road managers nationwide to install and maintain traffic control devices on all public streets, highways, bikeways, and private roads open to public traffic. States must adopt the 2009 National MUTCD as their legal State standard for traffic control devices within two years. The MUTCD gives guidelines regarding the location and frequency of crosswalk installation, how long a pedestrian should wait at an intersection before crossing, how much time a pedestrian has to cross a street as well as the design and placement of signals and striping. Creating Design Standards for 40R Districts13 11 vAm massdot.state.ma.us/ highway/ DoingBusinessWithUs /ManualsPublicationsForms /Proj 12 http: / /mutcd.fhwa. dot. gov /pdfs /2009rlr2 /pdf_index.htm 42 iw •� woo 5d5a Town of Reading Bicycle Network and Pedestrian Priority Plan Prepared jointly by the Massachusetts Department of Housing and Community Development and the Cecil Group in 2008, this Guidebook serves as a resource for communities and citizens in Massachusetts working to establish special design standards in conjunction with Smart Growth Zoning Districts enabled by M.G.L. Chapter 40R. It provides practical information and references for crafting workable standards that will apply to the land uses and development within Smart Growth Zoning Districts. Accommodations for pedestrians such as walkway and sidewalk width, provision of benches, lighting fixtures and other street furniture elements are addressed in this Guidebook. Pedestrian and Transit - Friendly Design: A Primer for Smart Growth14 Published by the Smart Growth Network, this guide is based on a manual prepared for the Florida Department of Transportation. The publication is a general guide to and discussion of design concepts that support pedestrian activity and transit use. The concepts are not presented in the format of design standards but they do provide some of the underlying rationale and strategies around which a community might develop measurable standards. The guide's PEDESTRIAN ,A ND TRANSIT - FRIENDLY DESIGN A Pr— for Smart Growth C. YEfwry various elements are broken into three categories: "Essential Features ", "Highly Desirable Features ", and "Nice Additional Features." AASHTO's A Policy on Geometric Design of Highways and Streets �,. Frequently referred to as the 'Green Book', this policy manual contains information about the latest design practices in universal use as the standard for highway geometric design. The intent of the 'Green Book' Geometric Design Highways and Streets is to provide guidance to the designer by referencing a recommended range of values for critical dimensions. The pedestrian and pedestrian facilities are referenced throughout the 'Green Book.' AASHTO's Guide for the Planning, Design and Operation of Pedestrian Facilities The purpose of this guide is to provide guidance on the planning, design, and operation of pedestrian facilities along streets and highways. Specifically, the guide focuses on identifying effective measures for accommodating pedestrians on public rights -of -way. The AASHTO Guide is widely used in the planning and engineering industry. 13 http: / /www.growsmartri.org,/ training / Creating% 20Design %2OStandards %20for°k20Transit - Oriented %2ODistricts.pdf 14 http:// www. epa. gov/ smartgrowth /pdf /ptfd_primer.pdf# search= 'Primer%20on %20Street %2p Design %2OGuidelines 43 5453 Town of Reading Bicycle Network and Pedestrian Priority Plan Appendix B - MassDOT Road Network Functional Classifications Reading / Interstate Town hall o z000c / Principal Arterial School '�• / Rural minor arterial or Commuter rail station j r r urban principal arterial r r r r r r r Road Network READING Commuter rail line M:.ccuc ! Urban collector or U nwrtc n�.00.. w•.snenw,a Functional Class � rural minor collector Municipal boundary r �LYNNFIELDI Urban minor arterial or Water body rural major collector IK MAPC 50YEARS Open Space Local t ; 1 r � r r w•r^ r t^ r � =r M c! �J Ste. 44 5d54 1 �!I I j r r { r r r r r r r READING r ! r r r � r r r �LYNNFIELDI j ~ j y Ji r.— e ✓ j !r WAKEFIELD( ' ll- 5d54 F yN C 3'�IMCOf� *' Town of Reading Meeting Minutes Board - Committee - Commission - Council: Board of Selectmen Date: 2014 -04 -15 Building: Reading Town Hall Address: 16 Lowell Street Purpose: General Business Attendees: Members - Present: Time: 7:00 PM Location: Selectmen Meeting Room Chairman John Arena, Vice Chairman Marsie West, Secretary Daniel Ensminger, Selectmen John Halsey and Kevin Sexton Members - Not Present: Others Present: Town Manager Bob LeLacheur, Office Manager Paula Schena, Town Clerk Laura Gemme, Fire Chief Greg Burns, Police Chief James Cormier, Head Dispatcher Vicky Avery, Steve Sadwick, Housing Authority Director Lynne Whyte,Tony Capobianco Minutes Respectfully Submitted By: Secretary Daniel Ensminger Topics of Discussion: Reports and Comments Selectmen's Liaison Reports and Comments - Daniel Ensminger noted he attended the Financial Forum and the early childhood meeting. There were a lot of concerns regarding traffic and the early childhood center. John Arena welcomed the new members of the Board. Town Manager's Report - The Town Manager gave the following report: Town Manager's Office ➢ Last week the new Board of Selectmen met and reorganized as follows: Chair John Arena, Vice Chair Marsie West, Secretary Dan Ensminger, and congratulations to the newest BOS members John Halsey and Kevin Sexton. ➢ Volunteers are a key ingredient for both the School department and Town government. We have recently sent out inquiries to all Town volunteers who have a term ending on June 30th to see if they are interested in continuing to serve. For newcomers, please check out the Town's website for some volunteer opportunities and background information at http: / /www.readingma.gov/ town - manager /pages /volunteer - opportunities and if you see something that interests you then please download an application form at http: / /www.readingma.gov/ sites /readingma /files /file /file /volunteer application.pdf. Note that in addition, there will be two openings as of July 1' on the Finance Committee because of term limits. The Selectmen's Volunteer Appointment Subcommittee will be meeting in late May to review the Board, Committee and Commission openings and match all volunteer's interested in helping out, so apply now! ➢ Tonight I will hand out a reorganized listing of BOS liaison assignments that attempts to capture the significant Boards, Committees and Commissions in Reading. For FY14, Goal #5 for the Town Manager and staff is as follows: "Discuss with SOS the need for broad BCC meetings to convey information and expectations. For information, include Open Meeting Law Page I i l 1 1 a1 Board of Selectmen Minutes - April 15, 2014 - page 2 ➢ and Ethics trainings, and a discussion of electronic meeting support. For expectations, discuss two -way BOS -BCC communication options. As needed, give further direction to specific BCCs on their mission or operating procedure. 'As part of the Retreat scheduled for May, we should discuss how to ensure that organized communication combined with clear shared Town -wide goals can properly utilize all of the amazing volunteer hours and efforts that we are fortunate enough to have in Reading. The BOS liaison assignments do not need to be completed until the Selectmen are comfortable in this approach. ➢ Tonight updates from MAPC, the Reading Housing Authority, the Charter Committee and the Citizen's Advisory Board (RMLD) will be presented. RMLD General Manager Coleen O'Brien is out of town but happy to answer any questions that might arise from tonight's review of REC activity, the Cost of Service study, or the projected rate increase (still +1.5% this summer). RMLD staff is examining the cost side to make sure the rate increase is needed. Next week we will hear from the Fall Street Faire Committee, Recreation, and the Reading Ice Arena Authority. ➢ Tomorrow night the Reading Garden Club hosts a Spring Kick -Off meeting for their Adopt -an- Island program, scheduled for 7pm at the Pleasant Street Center. They are a great example of a public - private partnership where the entire Town is the beneficiary. We have developed a DRAFT mapping tool that shows all the Adopt -an- Island sites in town here: http: / /bit.lyZleDLNU5 ➢ Enclosed in your packet over the weekend is the work to -date (shown in track changes) by the Charter Committee. Tonight you will receive an update, and be advised how the Board may participate if they have any suggested changes to the Charter. Please see a further explanation below under the Town Clerk section for a discussion of past and future steps. ➢ Please note the Proclamations tonight for Municipal Clerk's week and National Public Safety Telecommunication week, and join us in thanking both groups for their excellent work! ➢ We will be hosting a community workshop on behalf of the Boston Regional Metropolitan Planning Organization on Thursday June 12th from 5:30 - 7:OOpm at the Pleasant Street Center. They are reviewing the 2015 -18 Transportation Improvement Plan (TIP) and the Unified Planning Work Program (UPWP) and seek public comment on both documents. Copies of each will be available on our website when we receive them. Human Resources ➢ Retirements and a couple of open positions have caused the HR division to be exceptionally busy in the hiring process lately. Thanks to HR Administrator Carol Roberts and Administrative Secretary Petra Clements for overseeing and organizing the process, and congratulations to all those Town employees listed below for their new hire or promotions (1 - effective July 1" and 2 - effective May 261h): oAdministrative Services: Jane Kinsella (Business Administrator); Gail LaPointe (Operations Specialist); and Caitlin Saunders (Administrative Secretary). oCommunity Services: Jean Delios (Assistant Town Manager, Community Services); Jessie Wilson (Community Development Administrator); and Melissa Koster (Social Worker). oPublic Safety - Police: Mark Segalla (Deputy Chief); Richard Abate' and David Clark' (both Lieutenants). oPublic Works - Joe HugginS2 (Assistant DPW Director); George Strazzere (Highway and Equipment Maintenance Supervisor); Cody MacKinnon (Cemetery Laborer); Daniel Radocckia (Parks & Forestry Laborer); Peter Isbell (Water and Sewer Supervisor); John Cormier (Water Foreman); Arthur Menezes and David Chiaradonna (both Water Working Foremen). ➢ The hiring process continues as several more current or anticipated vacancies need to be filled over the next few months: oAdministrative Services: Human Resources Administrator 3; Assistant Town Manager Administrative Services; Business Analyst. oCommunity Services - part time zoning enforcement officer; regional part-time Housing Services Coordinator3. oPublic Safety - three Patrol Officers3 3- indicates hiring process is underway Page 12 Board of Selectmen Minutes - April 15, 2014 - page 3 Town Clerk ➢ A point of clarification about the Town Charter, which is enclosed in your packet for tonight: last year Annual Town Meeting approved some language changes about day counts and the Referendum process. The final step is to bring these changes to the voters for their approval. Due to the ongoing work of the Charter Committee, the Town Manager decided to delay the first set of changes until November 2014 Town Meeting is finished with the entire document and send all proposed changes to the voters at the local election in April 2015. ➢ Special Elections and Special Town Meetings have added to the already busy season at the beginning of the calendar year. The March 4th Special State Primary election saw 1,136 (6.3 %) of voters cast ballots, while on April 15C at a combined Special State and Local elections 4, 468 (25.0 %) voters participated. For election results please see: http://www.readingma.gov/town-clerk/12ageslelection-resuIts ➢ Census forms are still being processed - please send one in if you have not yet done so. ➢ A reminder to all dog owners to please register everyone's best friend with the Town Clerk's office as quickly as possible. Dog registration is mandated by both Reading Bylaw and Massachusetts General Law (MGL) because of public health concerns, but registrations also help reunite lost dogs with their owners from time to time. Registrations are mailed out each year in the census and otherwise available online at: http: / /www.readingma.gov /town - clerk /pages /dog - licenses. Please note that the following late fee schedule is already in effect: after March 31St a one -time fee of $10 plus an additional $5 /month fine thereafter; after May 31St a one -time $50 fine for violation of MGL (we usually send out over 300 /year). Annually the Reading Police department takes a small number of dog owners to court when they are in violation for more than one year. This is not a result that anyone wants: it is expensive to the dog owner and resource consuming for the Town. ➢ Town Meeting Season is upon us. Annual Town Meeting (ATM) begins at the Performing Arts Center at RMHS on Monday April 28th at 7:30pm. Last week the Board of Selectmen called for a Special Town Meeting to be at 8:30pm that first night of ATM to discuss the Early Childhood Center for all -day kindergarten and pre - school. On last Thursday Town Meeting members were mailed information about each Town Meeting, as well as Precinct Meetings that begin at 7pm on April 28th. As always, Warrant Reports for each Town Meeting are available 24/7 at the Police Station. If you have any questions please send an email to Town Clerk Laura Gemme Igemme(o)ci. reading. ma. us or Assistant Town Clerk Julia Rodger jrodger(&ci. reading. ma. us Technology ➢ We have temporarily repaired our voicemail system today by finding a scarce 20yr old part that we needed. Funding for a new phone system is in the capital plan for FY15 and this repair should be adequate for that time frame. Apologies for any inconvenience caused for the outage. Community Services Planning ➢ Work and public outreach efforts continue for the Zoning Advisory Committee's target date of summer 2014 to complete a draft overhaul of the Zoning Bylaws for the first time in over 80 years. To see continuous project updates please check out this website: http : / /www.vhb.com /readingzonina/. Attached is a letter sent out to Town Meeting .0 Town Meeting members last week: Me ge -ATM 2014. ➢ EDSAT - Survey will be completed by the end of the month, community meeting to follow ➢ RHSO - All 4 communities have been approved and a shared staff Housing person will be hired by July 1St ➢ DHCD DLTA $10,000 Grant Award - Consultant services will be funded by the grant to assist with a Downtown Organization as well as creating a cultural district. Page 1 3 , 0,a Board of Selectmen Minutes - April 15 2014 - page 4 ➢ MAPC DLTA $10,000 Grant Award - Economic Development planning including next steps related to the Priority Development Plan. ➢ Full update on May 13th on Bicycle and Pedestrian Plan - Draft plan being circulated for review and comment - complete Streets policy - -S. Main Street Roadway Diet - Met with Mass DOT and investigating possible realignment of S. Main Street to enhance ped /bike access and other amenities Conservation ➢ The State revised a Conservation Restriction on Harold Avenue that was previously signed by the Board last November. The revisions are further minor restrictions on the site, and the Board is asked to sign this final copy tonight. Health ➢ The Board of Health voted on March 20th to increase from 18 to 21 the minimum age allowed to purchase tobacco products, effective July 1, 2014. At their Public Hearing they heard from several area businesses that opposed this change, but in the end the vote was unanimous. The Boards of Health in Melrose, Wakefield and Winchester have also voted this change; Boards of Health in Malden, Medford and Stoneham are expected to follow suit this summer. Human /Elder Services ➢ On April 22nd at 5:30pm at Parker Middle School we will have a Volunteer Appreciation Dinner. Both Rep. Jones and Dwyer will attend as the do annually. It would be great if a BOS member or two could join us. ➢ We are very pleased to announce that Reading has received a State FY15 Mobility Assistance Grant in the amount of $46,495 to pay 80% of the cost of a replacement van. The remainder will be funded through a capital request in the FY15 (or from one of the COA Trust Funds), and there will be some capital funds leftover that may be needed for a replacement van for Recreation that has suddenly taken a turn for the worse. Recreation ➢ Recreation will be in front of the Board at your next meeting on April 22nd to give an update on their many activities. Please get in touch with myself or Recreation Administrator John Feudo at ifeudo(abci. reading, ma. us if there are any specific topics you would like to hear about. One program worth mentioning is already heavily subscribed to' the intergenerational Bingo Night at the Pleasant Street Center on April 24th from 4 - 5pm. Veterans ➢ The Veteran's POW /MIA Chair of Honor will be a special guest at this year's Annual Town Meeting, as a reminder to remember those patriots that have given their service and perhaps their lives to our country. Finance ➢ The FY15 state budget continues to wend its way through the legislative process. An early aid resolution from the House and Senate added about $75,000 in state aid to the somewhat low +0.8% figure found in the governor's budget. ➢ The state will send us $90,880 in one -time Pothole repair funding to be spent by next fall. Further details at: http: / /www.mma.org /public- works - energy -a- utilities /13136- cities - towns- to- get - additional -30m- for - road - repairs ➢ FY14 has seen a fairly heavy projected use of Free Cash, however the Special Town Meeting called for April 28th may lower that amount by $485,000. We are very close to the minimum of 7% Reserves that the Finance Committee has recently discussed as a target. ➢ In June we will issue permanent debt for the Library building project ($12 million) plus a few other debt - financed items that need approval from Annual Town Meeting. We expect to issue ten -year debt, but that decision will be made depending on market conditions at the time of sale. ➢ Our annual upgrade of the MUNIS financial software system was completed this past weekend, under the expert direction of Operations Specialist Gail LaPointe, Town Accountant Sharon Angstrom and Network Administrator Kevin Furilla. Page 1 4 Board of Selectmen Minutes - April 15, 2014 - page 5 Public Safety ➢ On February 28th we completed our expansion of ALS medications and equipment to all first line fire apparatus. Engine 1 and Ladder 1 that respond out of the Main Street Fire Station were registered with the State of Massachusetts as Class 5 Ambulances and now carry advanced life support equipment and medications. This completes our expansion of ALS medications and equipment to all fire apparatus. Engine 2 that responds out of the Woburn Street Fire Station has been registered as Class 5 Ambulance for a number of years. Public Works West Street Proiects ➢ Work on West Street continues. Over the next 2+ years there will be a wide variety of contractors working on various aspects of the project. Weather, crew availability, and issues arising as work happens all impact planned work schedules. In general, all contractors have been told NOT to block driveway access unless proper notice is given to the homeowner - our preference is by knocking on the door well in advance. We will do our best to keep the lines of communication open during this time. One good resource to use is the Town's website at: http: / /www.readingma.gov /engineering= division /pages /west- street - construction - information. ➢ The West Street Roadway project ad date is scheduled for Aril 26th. This date is subject to the passage of the transportation bond bill. oThis will result in a construction start around the beginning of September. oGas company main installation continues, following the main installation, testing and pressurization the gas services to active customers will be replaced. Work is expected to be completed towards the beginning of July. oMWRA - Bid opening date has been extended to April 24th to permit responses to bidder questions. No additional bid postponement is expected. Construction is expected to begin the beginning of June and continue for 3 to 4 months. oThe web site will continue to be updated regarding all phases of the projects including proposed detour routes to the extent possible. ➢ Next week the Board will hear a request from the Town Manager to delegate the authority to him to establish temporary traffic rules and regulations in the area of the West Street project. The Police department Executive Officer Dick Robbins will be present to answer any questions - we did this very successfully during the RMHS construction project. Conditions change more quickly than the Selectman's meeting schedule does. Water & Sewer Project updates: Howard Street Sewer Main Replacement ➢ Work continued 4 -14 -2014, expected to be completed by June. Lewis Street & Charles Street Cured -in -Place Pipe Sewer Rehabilitation ➢ Specifications and design complete will go out to bid the end of April/ beginning of May. Water Main Phase A Capital Improvement ➢ Project will be split into two contracts 1) First contract will go out to bid this spring and will consist of the following streets: Main Street - South to Ash (Replace) - designed; Summer Ave (Replace)- designed; Bear Hill Road (Clean and Line)- designed; Minot Street (Replace) - designed; Libby Ave (Replace)- designed; Ivy Street Loop (New Main)- designed; Linden Street (Replace) - designed ➢ Mass Highway permit obtained for south Main St. ➢ Conservation filing completed and order of conditions received for Ivy Street Loop ➢ Awaiting Easement modification on Belmont Street properties - Spring Town Meeting /^ Page 1 5 { )�� Board of Selectmen Minutes - April 15 2014 - page 6 ➢ 2) Second Contract will consist of the following Streets: Main Street - Salem to Mill (Clean and Line) -exist conditions and base plan complete; Mill Street (Clean and Line); Locust Street to Auburn Water Tank ( Clean and Line) ➢ Mass Highway Permit application for North Main Street will be submitted this week ➢ All other permits have been obtained ➢ Project will be bid this summer Pavino Proiect updates: ➢ The contractor (Lazaro Paving) will begin reclaiming Border Road and Breton Circle, on Tuesday, April 22 as part of the Town's Spring paving program. Work will then proceed to Deborah Drive, Applegate Lane, Covey Hill Road, Marla Lane (Apple Gate Lane to Spruce Street), Reading Terrace, Putnam Road, Cherry Lane Drive, Balsam Road, Ash Hill Road, Wescroft Road, Springvale Ave., Coolidge Road, Lisa Lane, Randall Road, and Willow Street (Lowell Street to the railroad crossing). ➢ Work on Willow Street shall not commence until June after the school year is completed at Austin Prep. By the end of this week, residents on some of the streets, especially Border Road and Breton Circle, can expect to see the contractor temporally lowering and burying all manholes and water gates in preparation for the roads scheduled for reclamation. Residents should expect road closures and detours while construction is occurring on their street. Construction updates along with detour routes, and road closures along with the list of streets affected with treatment types, will be posted on the Engineering Division's webpage. Other Projects ➢ Washington Park Improvements: Design is complete and we are in the process of finalizing the bid documents. Bid date is expected early May with construction to start in June. ➢ Auburn Water Tower Improvements: At April 1st meeting cell companies agreed to design and pay for new equipment support system and install project staging for temporary relocation of cell equipment. The installation of project staging is the only method where cell companies could can temporarily locate during the project and maintain cell service. Cell companies requested improvements tied to renegotiation of existing contracts and the participation by Verizon upon successful contract with Town for new equipment installation. Initial planned Bid opening date of May 15`h expected to be delayed 30 to 60 days pending cell company/Town negotiations and required design modifications of support system and staging to be performed by the cell companies. ➢ DPW Study: Consultant preparing space analysis and draft layout plans on conceptual layout presented to Board. Draft report expected for staff review towards the end of May. Public Library ➢ Congratulation to all those involved in their efforts on the recent Ballot Question approved by local voters - now it's on with the project. ➢ Negotiations on the lease for temporary space are ongoing. When they are complete we will have some very exciting news to share with the community! The visible portion of the project will begin late next summer and early in the fall, and is expected to last 18 months or so. The new design is both functional and attractive - details may be found at: http: / /www.readingul.org /about /library - building - program/ Marsie West asked if the Board of Health decided to change the age for buying cigarettes on their own. She noted this is not a health issue, but a policy issue and policy issues should come before the Board of Selectmen. She feels this is not good economically for Reading. It puts more oversight on the business owners and will force people to other towns for their Page 1 6 (00-(o Board of Selectmen Minutes - April 15, 2014 - page 7 purchases. She asked why the Board of Selectmen were not notified about this and requested that the Health Director should come in to speak with the Board. Proclamations /Certificates of Appreciation Proclamation - Municipal Clerk Week - Town Clerk Laura Gemme was present to receive the proclamation. A _ motion by Ensminaer seconded by West to approve the proclamation for Municipal Clerk Week was approved by a vote of 5 -0 -0. Proclamation - National Public Safety Telecommunications Week - Chief Burns, Chief Cormier and Head Dispatcher Vicki Avery were present. A motion by Ensminaer seconded by West to approve the proclamation for National Public Safety Telecommunications Week was approved by a vote of 5 -0 -0. Discussion /Action Items Establish BOS FY15 Meeting Schedule - The Town Manager suggested that a Selectmen be appointed to work out the schedule. John Arena indicated he would like workshops quarterly and he will work on the schedule with the Town Manager. John Halsey indicated he likes the Saturday meetings. Marsie West noted that the Town if borrowing voting devices for Town Meeting and she offered to help the Town Manager create a list of questions to ask. BOS Liaison Assignment - The Town Manager recommended that the Board members email their list of interests. Early Opening Request - Pure Fit Studio - Owner Catarina Cipriani was present and noted she has two access doors and people are only in when there are classes. The Town Manager noted that Jessie Wilson and staff have no objection. A motion by Ensminaer seconded by West that the Board of Selectmen approve a license to operate a retail business between the hours of midniaht and 6:00 am Pursuant to Section 7.1 of the Reading General Bylaw and further pursuant to section 3.9 of the Board of Selectmen policies to Pure Fit Studio, LLC, 34 Gould Street, subiect to the following conditions: 1. This license is for approval, pursuant to the Board of Selectmen regulation 3.9, to open for business not earlier that 5:00 am on Monday through Friday, and not earlier than 6:00 am on Saturday. Sunday, and holidays. 2. This approval expires at midnight. December 31, 2014; 3. All signs shall conform to the Zoning Bylaws of the Town of Reading; In granting this license the Board finds that in accordance with Section 5.10.4 of the General Bylaws: • It is in the interest of the public health, safety and welfare, or that public necessity or convenience will be served by permitting such operation• and • There is no detrimental effect of such operation on the Town or the immediately abutting neighbors. The motion was approved by a vote of 5 -0 -0. MAPC Member Report - MAPC representative Steve Sadwick was present and gave the Board an update of events. He noted he attended a parking strategy forum and there was a Page 1 7 ( (� a Board of Selectmen Minutes - April 15, 2014 - page 8 big turnout and interest in parking. There is a lot of new technology regarding parking. The Town Manager noted that the Board will be discussing parking at their meeting on May 13th and he feels it time for the Town to take on liability issues to use private parking lots. Reading Housing Authority Report - Housing Authority Executive Director Lyn Whyte was present. She noted that they administer housing for low income. They do not receive any subsidy from the state. There are a lot of frozen funds in Section 8 and she was recently informed that she can release vouchers so she is pulling from a centralized wait list. They have received some sustainability grants so they will install new windows, lighting, etc. They had one lay off this year due to HUD cuts. In FY15 they will be doing siding on some houses. She noted that they administer 125 vouchers and have 16 homes. Some people take the vouchers and find a place because Reading does not have a large inventory. Charter Committee Update - Town Clerk Laura Gemme noted that the recodification draft is on the website and the prosed changes are mainly clarification. John Arena asked if there is any new language and Ms. Gemme indicated that anything in red is added text. Once the committee is done and the Board of Selectmen have approved the changes then it needs to go to Town Counsel and then to the voters. Daniel Ensminger asked if there were any substantial changes to Article 3 and asked how could the Board of Selectmen go back and discuss the changes. Ms. Gemme indicated she would like to have a Selectmen liaison to the committee because more communication is needed. She also noted that the minutes are online. John Halsey indicated it seems like there is a lot of work on the form. Ms. Gemme indicated that the Charter Review Committee can only change form. If substantial changes are wanted then a Charter Commission is needed. Ms. Gemme noted that anything that changes the form of government is considered substantial. Marsie West indicated she would like to see suggestions that were not included in the recodification. The Town Manager suggested that only the Committees required by State law be included in the Charter that way the Charter doesn't have to change each time a committee does. Kevin Sexton asked what the state's process is for determining if a change is substantial and Ms. Gemme indicated she will find out. CAB (RMLD) Member Report - Citizen Advisory Board member Tony Capobianco noted that the CAB makes recommendations to the RMLD Board of Commissioners. Each member brings their feedback from their community. He noted that the Light Board just approved their budget and asked if the Selectmen should have been notified. Marsie West indicated they only want to know if something is going to cost us more money. John Arena asked if the Light Department is allowed to retain earnings and Mr. Capobianco noted that they can keep some. They approved a rate increase of 4.505; a service study is being done on the cost of service and 13,400 RECS were sold between January 2013 and September 2013. Mr. Capobianco indicated he will not be continuing on as the Town's representative due to family needs. Page 1 8 ��S Board of Selectmen Minutes - April 15, 2014 - page 9 Approve Internal Borrowing - The Town Manager noted that the Town has the authority to borrow internally. This is a cash flow management tool. The borrowing is for the Library project and the West Street project. A motion by Ensminaer seconded by West that the Board of Selectmen approve the internal borrowing for the Library Renovation Proiect and the West Street Roadway Improvement Proiect as recommended by the Treasurer/ Collector was approved by a vote of 5 -0 -0. Approval of Minutes A motion by West seconded by Ensminger to approve the minutes of March 18, 2014 as amended was approved by a vote of 5 -0 -0. A motion by Ensminaer seconded by West to go into Executive Session to discuss strategy with respect to collective baraainina and to discuss strategy with respect to litigation and that the Chair declares that an open meeting may have a detrimental effect on the baraainina position of the body, and not to reconvene in Open Session was approved on a roll call vote with all five members votina in the affirmative. Respectfully submitted, Secretary Page 1 9 Town of Reading Meeting Minutes Board - Committee - Commission - Council: Board of Selectmen Date: 2014 -04 -22 Building: Reading Town Hall Address: 16 Lowell Street Purpose: General Business Attendees: Members - Present: Time: 7:00 PM Location: Selectmen Meeting Room Vice Chairman Marsie West, Secretary Daniel Ensminger, Selectmen John Halsey and Kevin Sexton Members - Not Present: Chairman John Arena Others Present: Town Manager Bob LeLacheur, Town Accountant Sharon Angstrom, Office Manager Paula Schena, Bill Brown, Fred Van Magness, Nancy Dockser, Jack Russell, Brian Snell, Denise Eaton, Denise Benard, Steve Goldy, George Rio, Karl Weld, Jena Fiorente, Iren Collins, Carl McFadden Minutes Respectfully Submitted By: Secretary Daniel Ensminger Topics of Discussion: Reports and Comments Selectmen's Liaison Reports and Comments - Daniel Ensminger noted he attended the senior volunteer dinner which was very nice. Kevin Sexton indicated he also attended the senior volunteer dinner and he is amazed at the number of volunteers in Reading. John Halsey noted he attended the School Department information session on the early childhood project and it was most thorough. He noted that it was taped by RCTV. Marsie West noted there are a couple of openings on the Conservation Commission Public Comment - Fred Van Magness, 243 Franklin Street, noted that there was an allegedly serious accident this weekend at Main and Franklin. He is still waiting for the state to start work. Dandilyons is now open and there are lots of elderly and children in the area. Mass DOT had indicated they were going to implement the short term fixes and that is not a lot of money. Daniel Ensminger noted that he mentioned this to Representative Brad Jones at a recent meeting. The Town Manager noted that there was no question that this was a dangerous intersection during all of the site visits. He will draft a letter for the Board of Selectmen to sign. Page 11 / o b I Board of Selectmen Minutes - April 22, 2014 - page 2 Bill Brown read the following statement: "At your last meeting the Town Clerk gave the Board an update on the Charter Review Committee and in my opinion distorted some of the facts about what the Committee can and cannot do and what your Board can and cannot do. Under State law, which can be found on the Department of Revenue web site, there are two distinct routes for charter change, option one is the " Home Rule Amendment " route that requires that 15 percent of votes petition to elect a 9 member Charter Commission that must complete its work in 15 months and must be presented to the voters for an up or down vote, and is required to meet under the open meeting law. The second option is the " home rule petition route " which can be created by Town Meeting or by the Board of Selectmen and since the Selectmen did not do so I did via an instructional motion to Town Meeting which they approved. Under both routes they have exactly the same powers to propose changes to the charter and both cannot change constructional provisions; there must be an elected legislature, (Town Meeting) an elected Board of Selectmen, School Committee and Moderator. At the first meeting the Town Clerk insisted that the committees members must take an oath of office and sign the book, since it is a committee of Town Meeting according to State law as found in Town Meeting Times, Town Meeting Members are not required to take an oath, the Town Clerk made me aware of that two years ago when I refused to hold a precinct meeting because I had not been sworn in. Five members of the committee are also members of the Bylaw committee and the Town Clerk insisted that they must post a notice when they are acting within the review committee. The Attorney General has ruled on page 4 of the open meeting laws that Town Meeting and committees of Town Meeting are not subject to the open meeting laws. FINCOM, Bylaw and Rules Committees are by the Town of Reading Home Rule Charter committees of Town Meeting. The Town Clerk has continued to state that the work of the committee must be reviewed by Town Council, while I feel it should be, but by law after Town Meeting approves any proposed changes it goes to the State Legislature and they and they alone decide what is legal and what is not. They also, despite what the Town Clerk says, will determine if it must go before the voters. While I thank the Town Clerk for her input, which at times has been helpful, and her cross outs etc., I strongly feel that she has been very obstructive in that she does not or will not understand the law. She also suggested that this Board might wish to oversee the committee, under the State constitution, Town Meeting is the legislative branch and you are the executive branch and you have no authority over this committee which, if you had appointed it as your committee, you would. I ask you via the Town Manager to allow the Town Clerk to continue to help the committee but not to continue to hinder it because of her misunderstanding of the laws." The Town Manager noted that a lot of what we do is best practice. He prefers going to the voters. The question is do you want to go to the voters or do you want to go to the state. Page 1 2 Board of Selectmen Minutes - April 22 2014 - page 3 Bill Brown indicated he has a problem with the Town Clerk saying they can't take that route and he wants clarification. Town Manager's Report - Lt. Robbins was present and suggested a motion to delegate to the Town Manager the authority to amend the parking and traffic regulations during the West Street project. A motion by Ensminaer seconded by Sexton that the Board of Selectmen delegate of Appreciation the authority to the Town Manager to establish and amend parking and traffic Arbor regulations in the West Street area during the upcoming months of construction and as defined in the "Town of Reading Massachusetts Traffic Rules and Regulations adopted March 28.1995 as amended" by a vote of 4 -0 -0. said approval to expire November 1. 2016 or such earlier date as the construction proilect may be completed and that the Town Manager shall present a report of progress not less than every six months was approved by a vote of 4 -0 -0. Proclamations /Certificates of Appreciation Arbor Day - A motion by Ensminaer seconded by Halsey to approve the proclamation for Arbor Day was approved by a vote of 4 -0 -0. Discussion /Action Items Town Accountant Report - Town Accountant Sharon Angstrom noted that she received a management letter from the auditors regarding a contract that was significantly over the contract amount. The Attorney General's office says the rule of thumb is 20% but there is nothing in writing specifying an amount. There were four separate P.O.'s issued and that is how the amount went over by $500,000. She has since added herself as an approver. Jane Kinsella went through FY13 and FY14 and found a couple more that went over 20% so there might be something about this again next year. John Halsey asked if this was a system error or a personnel mistake. Sharon Angstrom indicated it was a little of both. The Engineers didn't fully understand the tool of the P.O. and she believes it was done in error. John Halsey noted there has to be accountability and a record made of it. Marsie West asked if procurement is being consolidated in one area and the Town Manager noted that Jane Kinsella is very capable but the Engineers refused to use her services. She is the expert and will now have the last word on it. The Town Manager noted he believes there was no malicious intent, just disorganized. In the past, Chapter 90 funds were carried over from year to year. Kevin Sexton asked if this is a training or procedure problem and Sharon Angstrom noted that she will do more training. She will sit with each Engineer individually. Fall Street Faire Committee - Steve Goldy and John Feudo were present. The Town Manager noted that in the past the Board has eliminated Boards and Committees through a hearing process. Steve Goldy noted that this is the 6th year of the Fall Street Faire. The goal was to celebrate the completion of the downtown improvements and to showcase the businesses. The Selectmen appointed the Committee and associates. He is now asking to have the committee disbanded and have the Recreation Department oversee the Street Faire and have volunteers do the work. The open meeting law creates a problem for the committee and this should be a town run event. He noted that the Faire is self- sustaining financially and the committee sunsets in 2015. Page 1 3 ( U3 Board of Selectmen Minutes - April 22 2014 - page 4 The Town Manager noted that he attended one meeting of the Fall Street Faire Committee and they are a very well -run committee but the open meeting law slows them down. John Feudo noted that Reading Recreation will be involved no matter what. He also noted that posting meetings and creating minutes was very time consuming. John Halsey asked if there will be any unintended consequences. Steve Goldy indicated the only problem is with the funds so he suggests setting up a revolving fund. Meaghan Young noted that the funds were move to the DIET. She has concerns that when the town takes it over then there will be no input on what the money is spent on. It is supposed to go back into the downtown after expenses are paid. Karl Weld, Chairman of the Economic Development Committee indicated the EDC wants to make sure the funds for the EDC initiatives continue. Marsie West reminded the EDC that she asked for results from certain EDC initiatives and she is still waiting. Mr. Weld indicated that they didn't have a quorum at their last meeting to review the results but they will have them for the Selectmen in May. Steve Goldy requested that the Board start the hearing process to disband the Fall Street Faire Committee. The Town Manager indicated he will meet with the Town Accountant regarding funding and consult with Town Counsel. Recreation Update - John Feudo, Jenna Fiorente and Irene Collins were present. John Feudo noted that the Washington Park renovation and the Memorial Park Lights are slated in the FY14 capital plan. The Killam Field renovation is in the FY15 capital plan. He noted that the current inventory is being evaluated in the Birch Meadow Master Plan. Imagination Station is slated to be a playground, but really is needed for parking. He noted it would be great to incorporate plans with the YMCA. John Feudo suggested a Saturday retreat to review the need for parking at Imagination Station; the field set up; lighting and security cameras. John Feudo noted that Reading Recreation offers over 200 activities. They use the pass system for the tennis courts and monitor them Monday through Friday. Additional lights at fields helps with scheduling. Their biggest challenge is the user expectation of the field quality. A pavilion is needed at Birch Meadow and that would create revenue. Approximately $50k is collected in field fees and $20k is used to supplement DPW parks staff. We have had 32 private rentals of the Mattera Cabin to date. Those revenues don't quite cover all the costs but they are increasing. He also looks to collaborate with regionalization whenever possible. Reading Ice Arena Update - Carl McFadden noted that the arena is financially sound. They have $330,000 in the revolving fund and $120,000 has been approved for a new Zamboni. Mr. McFadden indicated there might be an opportunity for the early education study to build something on the available land there. Verizon is looking to put an antenna on the property. John Halsey noted that area is the most under developed and there are utilization opportunities there. Carl McFadden noted there are no issues with the neighbors. Town Meeting Preview - The Town Manager noted that the Special Town Meeting has two articles - Article 3 to put money in the CIP and Article 4 is to authorize debt for the school early childhood center project. Page 1 4 I 1 bq Board of Selectmen Minutes - April 22 2014 - page 5 Marsie West indicated she does not support Article 4 of the Special Town Meeting because it shifts the expansion to the tax payers and she hasn't heard the full facts. She would like to see a more community wide discussion on this. She feels it is not a good idea to rush. John Halsey asked for the purpose of the money being requested and Kevin Sexton indicated the money is to study the option. Daniel Ensminger indicated no other option is being considered and John Halsey indicated the borings could show that this location will support the facility. Kevin Sexton noted that they tried two ways to configure the building to make it fit and the best spot is as far to the street as possible. Daniel Ensminger noted he will abstain from voting on this because he is an abutter. Kevin Sexton indicated he is in support to do the feasibility study because the study will tell us whether or not this is the best place. Marsie West indicated that this will be expanding the operation budget of the schools. John Halsey noted there will be a lag time before state funds come in and tuition stops. The operational costs are yet to be determined. The Town Manager noted this will be a $1 million hit from free cash for the first year. Marsie West remarked about Article 14 that she has a hard time giving the schools $200,000 when they have $2.3 million in their revolving funds. John Halsey indicated that free cash is for one time situation demands, not to take for ongoing expenses. A motion by Ensminaer seconded by Sexton that the Board of Selectmen recommend the subiect matter of Article 4 as amended of the 2014 Annual Town Meetina was approved by a vote of 4 -0 -0. A motion by Ensminger seconded by Halsey that the Board of Selectmen recommend the subiect matter of Article 6 as amended of the 2014 Annual Town Meeting with the $485,000 for the school proiect being removed was approved by a vote of 3 -0 -1 with Ensminger abstaining. A motion by Ensminger seconded by Sexton that the Board of Selectmen recommend the subiect matter of Article 7 of the 2014 Annual Town Meeting was approved A by motion by a vote of 4 -0 -0. Ensminger seconded by Sexton that the Board of Selectmen recommend the subiect matter of Article 8 of the 2014 Annual Town Meeting was approved A by motion by a vote of 4 -0 -0. Ensminger seconded by Sexton that the Board of Selectmen recommend the subiect matter of Article 9 of the 2014 Annual Town Meeting was approved A by motion by a vote of 4 -0 -0. Ensminger seconded by Halsey that the Board of Selectmen recommend the subiect matter of Article 10 of the 2014 Annual Town Meetina was approved by a vote of 4- Page 1 5 ( /) b5 Board of Selectmen Minutes - April 22 2014 - page 6 A motion by Ensminaer seconded by Halsey that the Board of Selectmen recommend the subiect matter of Article 11 of the 2014 Annual Town Meeting was approved by a vote of 4 -0 -0. A motion by Ensminaer seconded by Halsey that the Board of Selectmen recommend the subiect matter of Article 12 of the 2014 Annual Town Meeting was approved by a vote of 4 -0 -0. A motion by Ensminaer seconded by Sexton that the Board of Selectmen recommend the subiect matter of Article 13 of the 2014 Annual Town Meeting was approved by a vote of 4 -0 -0. A motion by Ensminaer seconded by Sexton that the Board of Selectmen recommend the subiect matter of Article 14 of the 2014 Annual Town Meeting per the handout in tonight's packet was approved by a vote of 4 -0 -0 A motion by Ensminaer seconded by Sexton that the Board of Selectmen recommend the subiect matter of Article 15 of the 2014 Annual Town Meeting was approved by a vote of 4 -0 -0. A motion by Ensminaer seconded by Halsey that the Board of Selectmen recommend the subiect matter of Article 16 of the 2014 Annual Town Meeting was approved by a vote of 4 -0 -0. A motion by Ensminaer seconded by Sexton that the Board of Selectmen recommend the subiect matter of Article 17 of the 2014 Annual Town Meeting was approved by a vote of 4 -0 -0. A motion by Ensminaer seconded by Halsey that the Board of Selectmen recommend the subiect matter of Article 3 of the 2014 Special Town Meeting was approved by a vote of 4 -0 -0. A motion by Ensminaer seconded by Sexton that the Board of Selectmen table the subiect matter of Article 4 of the 2014 Special Town Meetina was approved by a vote of 4 -0 -0. A motion by Ensminaer seconded by Halsey to reconsider the vote on Article 3 of the 2014 Special Town Meetina was approved by a vote of 4 -0 -0. A motion by Ensminaer seconded by Halsey that the Board of Selectmen recommend the subiect matter of Article 3 of the 2014 Special Town Meetina failed by a vote of 0- 4 -0. A motion by Ensminger seconded by Sexton to move Article 4 of the 2014 Special Town Meetina from the table was approved by a vote of 4 -0 -0. A motion by Ensminaer seconded by Sexton that the Board of Selectmen recommend the subiect matter of Article 4 of the 2014 _Special Town Meetina was approved by a vote of 3 -0 -1 with Ensminger abstainin Review BOS /TM Goals - With the hour being late this agenda item will be rescheduled for another meeting. Planning for Department Head Retreat - The Town Manager noted that the Department Head Retreat is scheduled for May 10, 2014 at 8:00 a.m. and he requested that ideas be sent to him and John Arena. The Board discussed questions to poll Town Meeting members. Page 1 6 Board of Selectmen Minutes - Al2ril 22 2014 - page 7 John Halsey noted that there is a workshop on May 5th from 9:00 a.m. to 11:30 a.m, at Sanborn Place for the business people to give feedback to analysis and he suggested that RCTV record the workshop. Approval of Minutes A motion by Ensminaer seconded by Sexton to approve the minutes of March 11 2014 as amended was approved by a vote of 4 -0 -0 A motion by Ensminaer seconded by Halsey to approve the minutes of ADrll 9 2014 was approved by a vote of 4 -0 -0. A motion by Ensminaer seconded by Sexton to approve the Executive Session minutes of April 15, 2014 as written was approved on a roll call vote with all four members voting in the affirmative. A motion by Ensminaer seconded by Halsey to adiourn the meeting at 10.30 p.m. was approved by a vote of 4 -0 -0. Respectfully submitted, Secretary Page 1 7 / _ bl THE COMMONWEALTH OF MASSACHUSETTS Number: 2014 -3 Fee: $50.00 TOWN OF READING This is to certify that Christine Kelley, President, Reading Education Foundation, Inc., 62 Oakland Road, Reading IS HEREBY GRANTED A SPECIAL ONE -DAY LICENSE FOR THE SALE OF ALL ALCOHOL TO BE SERVED ON THE PREMISES FOR A CHARITY AUCTION TO BE HELD ON MAY 3, 2014 NORTHEAST YOUTH BALLET SCHOOL, 32 LOWELL STREET, BETWEEN THE HOURS OF 7:00 P.M. TO 11:00 P.M. Under Chapter 138, Section 14, of the Liquor Control Act. Holders of one day licenses shall provide a bartender and/or servers who are trained and authorized to make decisions regarding continued service of alcoholic beverages to attendees. There shall be no self service of any alcoholic beverage at any event approved as a one day license. This permission is granted in conformity with the Statutes and Ordinances relating thereto and expires at 11:01 p.m., May 3, 2014, unless suspended or revoked subject to the following conditions: 1. Liquor to be purchased from authorized distributor. 2. iq or to b tored on site only before and after event. .r X k44&_'& irv- Date Issued: April 17, 2014 ^ J THE COMMONWEALTH OF MASSACHUSETTS Number: 2014 -4 Fee: $0.00 TOWN OF READING This is to certify that Fr. Darin V. Colarusso, 300 Haverhill Street, Reading IS HEREBY GRANTED A SPECIAL ONE -DAY LICENSE TO SERVE ALL ALCOHOL ON THE PREMISES FOR A WINE TASTING TO BE HELD ON JUNE 14, 2014 AT ST. ATHANASIUS CHURCH HALL, 300 HAVERHILL STREET, BETWEEN THE HOURS OF 6:30 P.M. TO 11:00 P.M. Under Chapter 138, Section 14, of the Liquor Control Act. Holders of one day licenses shall provide a bartender and/or servers who are trained and authorized to make decisions regarding continued service of alcoholic beverages to attendees. There shall be no self service of any alcoholic beverage at any event approved as a one day license. This permission is granted in conformity with the Statutes and Ordinances relating thereto and expires at 11:01 p.m., June 14, 2014, unless suspended or revoked subject to the following conditions: 1. Liquor to be purchased from authorized distributor. 2. u to e s red on site only before and after event. y Date Issued: April 28, 2014 /� The Commonwealth of Massachusetts License #: GL -14 -7 Fee:50.00 TOWN OF READING This is to certify that: D'Amicis Bakery, Inc. 614 Main Street Reading, MA 01867 Seating 30 customers IS HEREBY GRANTED A COMMON VICTUALLER'S LICENSE in said Reading, Massachusetts and at that place only and expires December 31, 2014 , unless sooner suspended or revoked for violation of the laws of the Commonwealth respecting the licensing of common victuallers. This license is issued in conformity with the authority granted to the licensing authorities by General Laws, Chapter 140, and amendments thereto. Pursuant to Section 3.6 of the Board of Selection's Policies, patrons are not permitted to bring alcoholic beverage on the premises for their own consumption and licensees are not permitted to keep alcoholic beverages on the premises except for a small quantity that is used in preparation of certain specialty cooked foods. All signs shall conform with the sign regulations of Town of Reading. In Test ony Whereof, the undersigned have hereunto ] affixed their official signatures. Date Issued: 04/09/2014 Ic Board of Selectmen Meeting — Executive Session April 9, 2014 For ease of archiving, the order that items appear in these minutes reflects the order in which the items appeared on the agenda for that meeting, and are not necessarily the order in which any item was taken up by the Board. The meeting convened at 8:50 p.m. in the Great Room of the Pleasant Street Center, 49 Pleasant Street, Reading, Massachusetts. Present were Chairman John Arena, Vice Chairman Marsie West, Secretary Dan Ensminger, Selectmen John Halsey and Kevin Sexton, Town Manager Bob LeLacheur, Superintendent Dr. John Doherty, School Committees members Elaine Webb and Jeanne Borawski. Town Counsel Mr. LeLacheur reviewed the status of Town Counsel for the benefit of the two newest Board members who were unaware of the medical issues causing Town Counsel Gary Brackett to resign from the TLT litigation. RMHS /TLT liti ag tion Dr. Doherty reviewed the subsequent hiring of replacement Counsel by the School Committee. He updated the Board on the status of the TLT litigation — settlement discussions were mentioned by the Master hearing the case. If these settlement discussions fail then those Hearings will resume. Town Counsel RFP The Town Manager reviewed the draft RFP for legal services, and asked that two BOS members join four employees (Town Manager, Superintendent or designee, Police Chief and Assistant Town Manager Community Services) in forming a Search Committee. He outlined a process with a July 151 hire date as the objective. Temporary Town Counsel The Town Manager described recent instances of current Town Counsel Brackett & Lucas not being very timely in responses on the proposed lease for Library space, and he requested that the Board delegate to him the authority to hire temporary Town Counsel as needed between April 10, 2014 and June 30, 2014. He also mentioned one pressing legal matter concerning extending cell tower leases, as well as the daily need for timely response from Town Counsel. On a motion by John Arena to delegate to the Town Manager the authority to hire temporary Town Counsel as needed through June 30, 2014 and seconded by Marsie West the Selectmen voted unanimous support in a roll call vote Arena — yes; Ensminger — yes; Halsey — yes; Sexton — yes; West — yes. On a motion to adiourn at 9:15pm by Mr. Ensminger, seconded by Ms. West the Board voted Ensminger - yes; West — yes; Arena — yes; Sexton — yes; Halsey — yes. Respectfully submitted, Secretary Board of Selectmen Meeting — Executive Session April 15, 2014 For ease of archiving, the order that items appear in these minutes reflects the order in which the items appeared on the agenda for that meeting, and are not necessarily the order in which any item was taken up by the Board. The meeting convened at 9:45 p.m. in the Conference Room, 16 Lowell Street, Reading, Massachusetts. Present were Chairman John Arena, Vice Chairman Marsie West, Secretary Dan Ensminger, Selectmen John Halsey and Kevin Sexton, Town Manager Bob LeLacheur and Police Chief James Cormier. The Town Manager gave a brief introduction to the three topics of discussion: hiring of Town Counsel through an RFP process; a public safety issue requiring legal counsel; and an update on collective bargaining. Collective Barg The Town Manager reviewed the status of the six Town union contracts: the Police Superior Officers have a ratified contract; the Public Works and Engineers unions have reached agreement on the financial package but are ironing out some other details; the Public Safety Dispatchers have been unable to meet due to a medical situation; the Police Patrol officers have had several meetings and a wide range of discussions but a settlement does not appear at hand; and the Firefighters asked for several weeks to prepare and recent negotiations have been very detailed and forthright but the financial differences are large. The Town Manager emphasized his desire across all unions to simplify contracts, with the goal to have the creativity of all employees to be directed to the common challenges shared with management rather than nuances in labor contracts that might be exploited for financial gain. His financial goals were +3.5% (FY15) followed by two +3% to +3.25% all -in compensation packages, which are roughly in line with three -year revenue projections. He described recent emphasis from the IRS concerning clothing allowances that will now need to be brought to every union, so he asked the Board not to vote to approve the one ratified contract yet. Public Safety Comments The Police Chief described a complex situation involving a medical marijuana care giver in town that is advertising services quite freely and has a growing volume of customers. The federal government ultimately declined to participate in the situation despite the violation of federal laws. The state has not fully cooperated as the Department of Public Health thus far has refused to speak to the Middlesex District's Attorney's office about the situation in order to clarify the exact rules. The Police Chief and Town Manager have agreed not to rush into the situation to risk significant legal liability, although the public safety issue of the neighborhood is of great concern. Board of Selectmen Minutes — April 15, 2014 image 2 Town Counsel The Town Manager reviewed the RFP for services to be issued, and the Board agreed that it was in final form. The Town Manager asked for the Board to form a Search Committee as follows: (2) members from the Board of Selectmen; Town Manager; Superintendent of Schools or designee; Police Chief; and Assistant Town Manager Community Services. The Board approved that format, and the two BOS volunteers to serve included John Halsey and Marsie West. On a motion to adiourn at 11:00nm by Mr. Ensmin¢er, seconded by Ms. West the Board voted Ensmineer — yes; West — yes; Arena — yes; Sexton — yes; Halsey — yes. Respectfully submitted, Secretary L_,, 3C)S Schena, Paula From: LeLacheur, Bob Sent: Thursday, May 08, 2014 10:08 AM To: Schena, Paula Subject: FW: [Reading MA] Paving our Road For BOS packet From: Zager, Jeff Sent: Thursday, May 08, 2014 9:32 AM To: LeLacheur, Bob; Strazzere, George Subject: Fwd: [Reading MA] Paving our Road FYI Sent from my iPhone Begin forwarded message: From: Milad Saberi - _ Date: May 8, 2014, 9:23:46 AM EDT To: "Zager, Jeff' <jza er ,ci.readin .ma.us> Subject: Re: [Reading MA] Paving our Road Reply -To: Milad Saberi <i Hello Mr. Zager, Thank you very much for your quick action to this matter. Your crew were there yesterday and finished the job. I wish all the elected Town officials were like you. Thanks again, Milad Saberi From: "Zager, Jeff' <jzageraci. reading. ma. up To: Milad Saberi <i Cc: " Strazzere, George" <gstrazzere(cDci. reading. ma. us> Sent: Tuesday, May 6, 2014 3:25 PM Subject: RE: [Reading MA] Paving our Road Hello; I will send my highway supervisor to check out the situation, and plan the appropriate repairs. As you probably know, most of the intersection is actually in the state right of way, however I already had a town crew patch this area once, in an attempt to help the situation. I will also discuss with staff the options for a more permanent type of repair.. q G Thanks, Jeff Zager DPW Director Jeffrey T. Zager 16 Lowell Street Reading MA 01867 Tel: 781 - 942 -9077 Fax: 781-942-9081 Please let us know how we are doing - fill out our brief customer service survey at http: / /readingma- survey. virtualtownhall. net /survey /sid /l9ab55aed08fbc96/ web: www.readingma.gov 0zaQer(aD-ci. reading. ma. us - - - -- Original Message---- - From: Milad Saberi [mailto _ Sent: Tuesday, May 06, 2014 12:45 PM To: Zager, Jeff Subject: [Reading MA] Paving our Road jzager, Someone has sent you a message using your anonymous contact form on the Reading MA site. If you don't want to receive such e- mails, you can change your settings at hftp://www.readingma.gov/user/253. Message: Hi Mr. Zager, I reside on Mill St. in Reading and as you know this road gets used a lot since it's a cut through St (Between Main and Park $t). The begining of the street that gets attached to Main street is in a horrible condition and needs to be paved. Also there are huge pot holes that are directly in front of my house that need to be filled (51 Mill St. and 66 Mill St.). I have witnessed at least two cars that got a flat due to these two pot holes. I realize that portion of this Street was Paved last year and that section is still in a good shape, but the rest of the street needs to be addressed. Thank You for your help in this matter. Sincerly, qaa Milad Saberi Message sent by: Milad Saberi q13