HomeMy WebLinkAboutTittle & InsuranceJames P. Gordon
Town Manager
TO:
FROM:
DATE:
RE:
TOWN OF NORTH ANDOVER, MASSACHUSETTS
OFFICE OF
TOWN MANAGER
120 MAIN STREET, 01845
Kevin Mahoney, Director of Finance & Administration
James P. Gordon~Town Manager
June 20, 199~/~,--~ '
Osgood Hill ~c~uisition - Title Insurance Policy
F~(508)688-9556
Enclosed is the original title insurance policy in connection with the
above referenced matter. I believe that it is appropriate that you maintain
this original document for safe keeping. I am forwarding today to the Town
Clerk a binder prepared by Hinkley, Allen, & Snyder that includes all of the
relevant closing documentation.
If you have any questions in connection with this, please advise.
CC: Joyce Bradshaw, Town Clerk
Board of Selectmen
JG:map
orrn No. 14.02.92
/17/92)
ALTA Owner's Policy
N? 20210588
POLEY OF TITLE INSURANCE
First
Insurance Company
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEl: ?IONS FROM COVERAGE CONTAINED IN SCHEDULE
B AND THE CONDITIONS AND STIPULATIONS, RRSTAME~gAN T~LE INSURANCE COMPANY, a California
corporation, herein called the Company, insures, as of Date ~f ~ icy sh~n in Schedule A, against loss or damage,
not exceeding the Amount of Insurance stated in Schedul~A,~!~.~ !~n~;'
1. Title to the estate or interest described in S~he ~taine(,,or by by
incurred
the
insured
of;
reason
i g vested other than as stated therein;
2. Any defect in or lien or encumbrance on ~ til '{~ ~
3. Unmarketability of the title;
4. Lack of a right of access to and from the land.
The Company will also pay the costs, atorneys' fees and expenses incurred in defense of the title, as insured, but
only to the extent provided in the Conditions and Sl~pulations. ;~
First American Title Insurance Company
PRESIDENT
SECRETARY
CONTINUATION UP IN~SU~flk;Ic AP I
CONVEYANCE OF TITLE.
s~ continue in I
authorized by the Company, up to the time of payment or
tender of payment and wt~ich the Company is obligated to
pay
(a) The Company's Right gl Subro(~alion,
Whenever the Company shaJl have settled and paid a
SCHEDULE A
AGENT'S FILE NO.
POLICY NUMBER I DATE & TIME OF POLICY AMOUNT OF INSURANCE
:)wners 20210588 January 13, 1995 $4,900,00.00
POLICY NUMBER DATE & TIME OF POLICY AMOUNT OF INSURANCE
.can N/A $ N/A
Please complete the requested information if the insured premises is covered by any prior FATIC Policy(ies):
Policy No(s). Amount(s) of Insurance $
AUTOMATIC INFLATION CLAUSE: The policy amount will automatically Increase by 10% of the amount shown above on each of the
first five anniversaries of the policy date with respect to residential policlea.
NOTE: A Loan Policy on the encumbrance described in this Schedule has been issued naming as the Insured:
1. Name oflnsured: The Inhabitants of the T~n of North Andover
2. The estate or interest in the land described herein and which is covered by this policy is Fee Simple.
The estate or interest referred to herein is at Date of Policy vested in thc Insured.
The land herein descr/bed is encumbered by the following mortgage, and the assignment thereof, if any:
none
5. 0sgood Street
The land referred to in this policy is located at:
Lot No(s).
in {he {~//Tow~ of North Andover
State of M~msachusetts
attached hereto and made a part*hereof.
Htnck~A.11en
A~r.ohrZ~SmATO~V
Alan Gottlieb
f
inthe
,Coun~of Essex (North)
TYPE AGEN~S NAME
Hinckloy: Allan & Snyder
TYPEFIRM'SNAME
Subdivision,
and is described as set forth in "Exhibit A"
Cirst American Title !nsurance ComDan¥ This Policv is valid only if Schedule ~J is attached.
(~wncr Policy No.
Loan Policy No.
SCHEDULE B - PART I
20210588
N/A
This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of
the following:
Any facts, rights, interest, or claims which are not shown by the public records, but which could be ascertained by att inspection of said
land or by making inquiry of persons in possession thereof.
Discrepancies, conflicts in boundary lines, shortages in area, encroachments, or any other facts which a correct survey Would disclose, and
which are not shown by the public records.
Any lien or right to a lien, for services, labor or material heretofore or hereafter furnished, imposed by law and not shown by the public
records.
The mortgage, if any, referred to in Item 4 of Schedule A. (This exception does NOT apply to Loan Policies.)
Liens for taxes and assessments which become due and payable subsequent to the date of policy.
IF THE INSURED PREMISES IS A CONDOMINIUM UNIT: Covenants, conditions, restrictions, reservations, easements, liens for
assessments, options, powers of ailomey, and limitations on title, created by the Jaws oftbe State of the insured premises or set forth in the
Master Deed or Declaration of Condominium, in the related By-Laws, in the Declaration of Trust, or Site Plans and Floor Plans as duly
recorded in the appropriate land records office and as the same may have been lawfully amended, and in any instrument creating the estate
or interest insured by this policy.
FOR ADDITIONAL EXCEPTIONS, SEE SCHEDULE B-PART\I CONTINUATION SHEET
ATTACHED HERETO.
** The Property is currently tax exempt.
Standard Exceptions 1, 2 and 3 are hereby deleted from the owner'S
policy.
[] For additional exceptions see attached Schedule B-Pan I Continuation Sheet.
INITIAL FOR IDENTIFICATION
Owne='s Pol£cy Noz 20210588
Loan Policy No= N/A
Schedule B - Part I
Continuation Sheet
e
Any matters that would be disclosed by a correct on the
ground instrument survey subsequent to December 31, 1952 and
which are not shown by the public records.
The possible rights of others over cart paths, carriage ways
and ways shown on the plan recorded with the Essex North
Registry of Deeds (the "Registry") as Plan No. 2606.
Order of Taking by the Commonwealth of Massachusetts for the
original layout of Route 125 dated September 5, 1911 and
recorded with the Registry in Book 309, Page 581.
Notice under Massachusetts General Laws, Chapter 130, to
prevent easement dated October 2, 1920 and recorded with the
Registry in Book 437, Page 417.
Notice under Massachusetts General Laws, Chapter 130, to
prevent easement dated July 25, 1921 and recorded with the
Registry in Book 443, Page 409.
Order of Taking by the Commonwealth of Massachusetts for the
alteration of Route 125 recorded with the Registry in Book
535, Page 417.
Order of Taking by the Commonwealth of Massachusetts for the
alteration of Route 125 dated May 12, 1931 and recorded with
the Registry in Book 559, Page 1.
40' Right of Way set forth in the Deeds dated January 21,
1953 and recorded with the Registry in Book 772, Pages 509
and 512.
Grant of Easement to the City of Lawrence for cable dated
September 27, 1956 and recorded with the Registry in Book
843, Page 148.
10. Order of Taking by the Commonwealth of Massachusetts for the
alteration of Route 125 dated March 14, 1961 and recorded
with the Registry in Book 933, Page 170.
11. Drainage Easement to the Commonwealth of Massachusetts dated
February 27, 1962 and recorded with the Registry in Book 954,
Page 70.
11. Rights of others to water pipes described in the Deed dated
December 26, 1952 and recorded with said Registry in Book
771, Page 178.
EXHIBIT A
A certain tract of land, with the buildings thereon situated,
on the Easterly side of Osgood Street in North Andover, Essex
County, Massachusetts, and shown as Parcel "A" on "Plan of a
portion of the land of Trustees u/w Nathaniel Stevens located in
North Andover, Mass." dated December 16, 1952, Ralph B. Brasseur
C.E. recorded with the Essex North Registry of Deeds as Plan No.
2606, bounded and described as follows~
Beginning on the Easterly side of said Osgood Street on land
now or fo£~,erly of Saltonstall and at the Southwest corner of the
premises hereby conveyed and thence running in Northerly courses
by Osgood Street to land of Greenwood; thence by the Greenwood
land and a wall Southeasterly 395 feet; thence more Easterly by
the wall 440 feet; thence Southeasterly again 135 feet to the end
of the wall in the water of the lake and on the same course in
the water 180 feet to the end of another wall also in the water;
thence following the wall and the shore and then the wall again
Southerly and Southwesterly across a small bay to the shore of
the lake (the water so far named being the artificial flowage of
the lake); thence .Northeasterly, Southeasterly, Northeasterly,
Southeasterly and Southerly by the shore of the lake to a
monument by the shore; thence Southwesterly in a straight line
1879.38 feet to the Northerly corner of Parcel "B", as shown on
said plan; thence Southwesterly, more Westerly, 600 feet by said
Parcel "B" to a stake; thence Southeasterly by said Parcel "B"
160 feet to the Northerly corner of land now or fo£merly of said
Saltonstall; thence Southwesterly by said Saltonstall land 311.90
feet to Parcel "C", as shown on said plan, thence Northerly by
said Parcel "C" 42.75 feet; thence Southwesterly by the same 60
feet; thence Southeasterly by the same 45.45 feet; thence
Southwesterly 117.75 feet to Osgood Street and the point of
beginning. Also including all Grantor's rights in any land under
the waters of the lake adjoining the above-described premises so
far as Grantor's title extends.
WP: Ta~ricone :NA111792 .AA7
James P. Gordon
TOwn Manager'
TOWN OF NORTH ANDOVER, MASSACHUSETTS
OFFICE OF
TOWN MANAGER
120 MAIN STREET, 01845
Telephone (,508) 688-9510
FAX (506) 688-9556
TO:
FROM:
DATE:
RE:
Kevin Mahoney, Director of Finance & Administration
James P. Gordon~Town Manager
June 20, 199~/~...~ '
Osgood Hill ~9~uisition - Title Insurance Policy
Enclosed is the original title insurance policy in connection with the
above referenced matter. I believe that it is appropriate that you maintain
this original document for safe keeping. I am forwarding today to the Town
Clerk a binder prepared by Hinkley, Allen, & Snyder that includes all of the
relevant closing documentation.
If you have any questions in connection with this, please advise.
CC:
Joyce Bradshaw, Town Clerk
Board of Selectmen
JG:map
Form No. 1402.92
(10/17/92)
ALTA Owner's Policy
N? 20210588
First
OF TITLE INSURANCE
Company
SUBJECT TO THE EXCLUSIONS FROM COVERAGE
B AND THE CONDITIONS AND STIPULATIONS, FIRST
corporation, herein called the Compan~
not exceeding the Amount of Insurance stated in
1. Title to the estate or interest described in
2. Any defect in or lien or encumbrance on
3. Unmarketability of the title;
4. Lack of a right of access to and from the land.
M COVERAGE CONTAINED IN SCHEDULE
INSURANCE COMPANY, a California
Schedule A, against loss or damage,
or incurred by the insured by reason of:
vested other than as stated therein;
The Company will also pay the costs, attorneys' fees and expenses incurred in ~
only to the extent provided in the Conditions and Stipulations.
of the tiUe, as insured, but
First American Title Insurance Company
PRESIDENT
SECRETARY
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SCHEDULE A
AGENT'S FILE NO.
POLICY NUMBER DATE & TIME OF POLICY AMOUNT OF INSURANCE
Owners 20210588 January 13, 1995 $4,900,00.00
POLICY NUMBER DATE & TIME OF POLICY AMOUNT OF INSURANCE
Loan N/A $ N/A
Please complete the requested information if the insured premises is covered by any prior FATIC Policy(ies):
Policy No(s). Amount(s) of Insurance $
AUTOMATIC INFLATION CLAUSE: The policy amount will automatically increase by 10% of the amount shown above on each of the
first five anniversaries of the policy date with respect to residential policies.
NOTE: A Loan Policy on the encumbrance described in this Schedule has been Issued naming as the Insured:
1. Nameoflnsured: The Inhabitants of the Town of North Andover
2. The estate or interest in the land described herein and which is covered by this policy is Fee Simple.
The estate or interest referred to herein is at Date of Policy vested in the Insured.
4. The land herein described is encumbered by the following mortgage, and the assignment thereof, if any: no ne
The land referred to in this policy is located at:
~k~x ff0~¢
Lot No(s)
in the {Xil[y/Town of North Andovor
State of Massachu$orr~q
attached hereto and made a part'hereof.
Hinc k~A~len
AUTHO~Z'~-SIG NATO~;
Alan Gottlieb
TYPE AGENT'S NAME
Hincl~lo_y: Allo_n & .qnyd~r
TYPE FIRM'S NAME
Osgood Street
in the Subdivision.
.Coumyof Essex (North)
and is described as set forth in "Exhibit A"
First American Title Insurance Company _!his Policy is valid only if Schedule B is attached. LO/A
SCHEDULE B - PART I
No. 20210588
Loan Policy No. N / A
This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of
the following:
1. Any facts, fights, interest, or claims which are not shown by the public records, but which could be ascertained by an inspection of said
land or by making inquiry of persons in possession thereof.
2. Discrepancies, conflicts in boundary lines, shortages in area. encroachments, or any other facts which a correct survey would disclose, and
which are not shown by the public records.
3. Any lien or fight to a lien, for services, labor or material heretofore or hereafter furnished, imposed by law and not shown by the public
records.
The mortgage, if any, referred to in Item 4 of Schedule A. (This exception does NOT apply to Loan Policies.)
Liens for taxes and assessments which become due and payable subsequent to the date of policy.
1F THE INSURED PREMISES IS A CONDOMINIUM UNIT: Covenants, conditions, restrictions, reservations, easements, liens for
assessments, options, powers of attorney, and limitations on title, created by the laws of the State of the insured premises or set forth in the
Master Deed or Declaration of Condominium. in the related By-Laws. in the Declaration of Trust, or Site Plans and Floor Plans as duly
recorded in the appropriale land records office and as the same may have been lawfully amended, and in any instrument creating the estate
or interest insured by this policy.
FOR ADDITIONAL EXCEPTIONS, SEE SCHEDULE B-PART\I CONTINUATION SHEET
ATTACHED HERETO.
tm The Property is currently tax exempt.
Standard Exceptions 1, 2 and 3 are hereby deleted from the owner's
policy.
[] For additional exceptions see attached Schedule B-Part I Continuation Sheet.
INITIAL FOR IDENTIFICATION
WP:H[DSTROM:NA]l1792.05B141 .AA6
First American Title Insurance Company
Owner's Policy No: 20210588
Loan Policy No: N/A
Schedule B - Part I
Continuation Sheet
Any matters that would be disclosed by a correct on the
ground instrument survey subsequent to December 31, 1952 and
which are not shown by the public records.
The possible rights of others over cart paths, carriage ways
and ways shown on the plan recorded with the Essex North
Registry of Deeds (the "Registry") as Plan No. 2606.
Order of Taking by the Commonwealth of Massachusetts for the
original layout of Route 125 dated September 5, 1911 and
recorded with the Registry in Book 309, Page 581.
Notice under Massachusetts General Laws, Chapter 130, to
prevent easement dated October 2, 1920 and recorded with the
Registry in Book 437, Page 417.
Notice under Massachusetts General Laws, Chapter 130, to
prevent easement dated July 25, 1921 and recorded with the
Registry in Book 443, Page 409.
Order of Taking by the Commonwealth of Massachusetts for the
alteration of Route 125 recorded with the Registry in Book
535, Page 417.
Order of Taking by the Commonwealth of Massachusetts for the
alteration of Route 125 dated May 12, 1931 and recorded with
the Registry in Book 559, Page 1.
40' Right of Way set forth in the Deeds dated January 21,
1953 and recorded with the Registry in Book 772, Pages 509
and 512.
Grant of Easement to the City of Lawrence for cable dated
September 27, 1956 and recorded with the Registry in Book
843, Page 148.
10. Order of Taking by the Commonwealth of Massachusetts for the
alteration of Route 125 dated March 14, 1961 and recorded
with the Registry in Book 933, Page 170.
11. Drainage Easement to the Commonwealth of Massachusetts dated
February 27, 1962 and recorded with the Registry in Book 954,
Page 70.
11. Rights of others to water pipes described in the Deed dated
December 26, 1952 and recorded with said Registry in Book
771, Page 178.
EXHIBIT A
A certain tract of land, with the buildings thereon situated,
on the Easterly side of Osgood Street in North Andover, Essex
County, Massachusetts, and shown as Parcel "A" on "Plan of a
portion of the land of Trustees u/w Nathaniel Stevens located in
North Andover, Mass." dated December 16, 1952, Ralph B. Brasseur
C.E. recorded with the Essex North Registry of Deeds as Plan No.
2606, bounded and described as follows:
Beginning on the Easterly side of said Osgood Street on land
now or formerly of Saltonstall and at the Southwest corner of the
premises hereby conveyed and thence running in Northerly courses
by Osgood Street to land of Greenwood; thence by the Greenwood
land and a wall Southeasterly 395 feet; thence more Easterly by
the wall 440 feet; thence Southeasterly again 135 feet to the end
of the wall in the water of the lake and on the same course in
the water 180 feet to the end of another wall also in the water;
thence following the wall and the shore and then the wall again
Southerly and Southwesterly across a small bay to the shore of
the lake (the water so far named being the artificial flowage of
the lake); thence Northeasterly, Southeasterly, Northeasterly,
Southeasterly and Southerly by the shore of the lake to a
monument by the shore; thence Southwesterly in a straight line
1879.38 feet to the Northerly corner of Parcel "B", as shown on
said plan; thence Southwesterly, more Westerly, 600 feet by said
Parcel "B" to a stake; thence Southeasterly by said Parcel "B"
160 feet to the Northerly corner of land now or formerly of said
Saltonstall; thence Southwesterly by said Saltonstall land 311.90
feet to Parcel "C", as shown on said plan, thence Northerly by
said Parcel "C" 42.75 feet; thence Southwesterly by the same 60
feet; thence Southeasterly by the same 45.45 feet; thence
Southwesterly 117.75 feet to Osgood Street and the point of
beginning. Also including all Grantor's rights in any land under
the waters of the lake adjoining the above-described premises so
far as Grantor's title extends.
WP :Tart icone: NAll I/g~ .AA1
made by the insured in any transfer or conveyance of the
estate ur interest. This policy shall not continue in force in
favor of any purchaser from the insured of either (ii an estate
or interest in the land, or (ii) an indebtedness secured by a
purchase money mortgage given to the insured.
3. NOTICE OF CLAIM TO BE GIVEN BY
INSURED CLAIMANT
; insured shall notify the Company promptly in
in case of any litigation as set forth in Section 4(a)
below, (ii) in case knowledge shall come to an insured
hereunder of any claim of title or interest which is adverse to
the title to the estate or interest, as insured, and which might
cause loss or damage for which the Company may be liable
by virtue of this policy, ur (iii) if title to the estate or interest,
as insured, is rejected as unmarketable, if prompt notice shall
not be given to the Company, then as to the insured all liability
of the Company shall terminate with regard to the matter or
matters for which prompt notice is required; provided,
however, that failure to notify the Company shall in no case
prejudice the rights of any insured under this policy unless
the Company shall be prejudiced by the failure and then only
to the extent of the prejudice.
4. DEFENSE AND PROSECUTION OF ACTIONS;
DUTY OF INSURED CLAIMANT TO COOPERATE.
(a) Upon written request by the insured and subject to
the options contained in Section 6 of these Conditions and
Stipulations, the Company, at its own cost and without
unreasonable delay, shall provide for the defense of an
insured in litigation in which any third party asserts a claim
adverse to the title or interest as insured, but only as to those
stated causes ol action alleging a defect, lien or en-
cumbrance or other matter insured against by this policy. The
Company shall have the right to select counsel of its choice
(subject to the right of the insured to object for reasonable
cause) to represent the insured as to those stated causes of
action and shall not be liable for and will not pay the fees of
any other counsel. The Company will not pay any fees, costs
or expenses incurred by the insured in the defense of those
causes of action which allege matters not insured against by
this policy.
~) The Company shall have the right, at its own cost,
to~te and prosecute any action or proceeding or to do
an~J~l~fer act which in its opinion may be necessary or
desirable to establish the title to the estate or interest, as
insured, or to prevent or reduce loss or damage to the
insured. The 6ompany may take any appropriate action under
the terms of this policy, whether or not it shall be liable
hereunder, and shall not thereby concede liability or waive
any provision of this policy. If the Company shall exercise its
rights under this paragraph, it shall do so diligently.
(c) Whenever the 6ompany shall have brought an
action or interposed a defense as required or permitted by the
provisions of this policy, the Company may pursue any
litigation to final determination by a court of competent
jurisdiction and expressly reserves the right, in its sole
discretion, to appeal from any adverse judgment or orden
(d) In ali cases where this policy permits or requires
the Company to prosecute or provide for the defense of any
action or proceeding, the insured shall secure to the
Company the right to so prosecute or provide defense in the
action or proceeding, and all appeals therein, and permit the
6ompanyto use, at its option, the name of the insured fur this
purpose. Whenever requested by the Company, the insured,
at the Company's expense, shall give the Company all
reasonable aid (i) in any action or proceeding, securing
evidence, obtaining witnesses, prosecuting or defending the
action or proceeding, or affecting settlement, and (ii) in any
other lawful act which in the opinion of the Company may be
necessary or desirable to establish the title to the estate or
interest as insured, if the Company is prejudiced by the failure
of the insured to furnish the required cooperation, the
Company's obligations to the insured under the policy shall
terminate, including any liability or obligation to defend,
prosecute, or continue any litigation, with regard to the matter
or matters requiring such cooperation.
5.~OOF OF LOSS OR DAMAGE,
'~'"rn addition to and offer the notices required under
Section 3 of these Conditions and Stipulations have been
provided the Company, a proof of loss or damage signed and
sworn to by the insured claimant shall be furnished to the
Company within 90 days after the insured claimant shall
ascertain the facts giving rise to the loss or damage. The
proof of loss or damage shall describe the defect in, or lien
or encumbrance on the title, or other matter insured against
Company for cancellation.
(bi To Pay or Otherwise Settle With Parties Other than
the Insured or With the Insured Claimant.
(ii to pay or otherwise settle with other parties for
or in the name of an insured claimant any claim insured
against under this policy, together with any costs, attorneys'
fees and expenses incurred by the insured claimant which
were authorized by the Company up to the time of payment
and which the Oompany is obligated to pay; or
(ii) to pay or otherwise settle with the insured
claimant the loss or damage provided for under this policy,
together with any costs, attorneys' fees and expenses
incurred by the insured claimant which were authorized by the
Company up to the time of payment and which the Company
is obligated to pay.
Upon the exercise by the Company of either of the
options provided for in paragraphs (b)(i) or (ii), the Com-
pany's obligations to the insured under this policy for the
claimed loss or damage, other than the payments required to
be made, shall terminate, including any liabilit~ or obligation
to defend, prosecute or continue any litigation.
7, DETERMINATION, EXTENT OF LIASILITY
AND COINSURANCE.
This policy is a contract of indemnity against actual
monetary loss or damage sustained or incurred by the
insured claimant who has suffered loss or damage by reason
of matters insured against by this policy and only to the extent
herein described.
(a) The liability of the Company under this policy shall
not exceed the least of:
(ii the Amount of Insurance stated in Schedule A;
or
(ii) the difference between the value of the insured
estate or interest as insured and the value ol the insured estate
or interest subject to the defect, lien or encumbrance insured
against by this policy.
(bi In the event the Amount of Insurance stated in
Schedule A at the Date of Policy is less than 80 pement of
the value of the insured estate or interest or the full
consideration paid for the land, whichever is less, or if
subsequent to the Date of Policy an improvement is erected
on the land which increases the value of the insured estate
or interest by at least 20 percent over the Amount of
Insurance stated in Schedule A, then this Policy is subject to
the following:
(ii where no subsequent improvement has been
made, as to any partial loss, the Company shall only pay the
loss pro rata in the proportion that the Amount of Insurance
at Date of Policy bears to the total value of the insured estate
or interest at Date of Policy; or (ii) where a subsequent
improvement has been made, as to any partial loss, the
Company shall only paythe loss pro rata iothe proportion that
120 percent of the Amount of Insurance stated in Schedule
A bears to the sum of the Amount of Insurance stated in
Schedule A and the amount expended for the improvement.
The provisions of this paragraph shall nut apply to
costs, attorneys' fees and expenses for which the Company
is liable under this policy, and shall only apply to that portion
of any loss which exceeds, in the aggregate, 10 percent of
the Amount of Insurance stated in Schedule A.
(c) The Company will pay only those costs, attorneys'
fees and expenses incurred in accordance with Section 4 of
these Conditions and Stipulations.
8. APPORTIONMENT.
lithe land described in Schedule (A)(C) consists of two
or more parcels which are not used as a single site, and a loss
is established affecting one or more of the parcels but not al/,
the loss shall be computed and settled on a pro rata basis as
il the Amount of Insurance under this policy was divided pro
rata as to the value on Bate of Policy of each separate parcel
to the whole, exclusive of any improvements made sub-
sequent to Date of Policy, unless a liability or value has
otherwise been agreed upon as to each parcel by the
Company and the insured at the time of the issuance of this
policy and shown by an express statement or by an
endorsement attached to this policy.
9, LIMITATION OF LIABILITY.
(a) If the Company establishes the title, or rsmovesthe
alleged defect, lien or encumbrance, or cures the lack of a
right of access to or from the land, or cures the claim of
unmarketability of title, all as insured, in a reasonably diligent
manner by any method, including litigation and the comple-
tion of any appeals therefrom, it shall have fully performed its
obligations with respect to that matter and shell not be liable
had against any person or property in respect to the claim
had this policy not been issued, if requested by the Company,
the insured claimant shall transfer to th¢ Company all dghts
and remedies against any person or property necessary in
order to perfect this right of subrogation. The insured
claimant shall permit the Company to sue, compromise or
settle in the name of the insured claimant and to use the name
of the insured claimant in any transantion or litigation
involving these rights or remedies.
If a payment on account of a claim does not fully cover
the loss of the insured claimant, the Company shall be
subrogated to these dghts and remedies in the proportion
which the Company's payment bears to the whole amount
of the loss.
If loss should result from any act of the insured
claimant, as stated above, that act shall not void this policy,
but the Company, in that event, shall be required to pay only
that part of any losses insured against by this policy which
shall exceed the amount, if any, lost to the Company by
reason of the impairment by the insured claimant of the
Company's right of subrogation.
(b) The Company's Rights Against non-insured
Obligors.
The Company's right of subrogation against non-
insured obligors shall exist and shall include, without
limitation, the rights of the insured to indemnities, guaranties,
other policies of insurance or bonds, notwithstanding any
terms or conditions contained in those instruments which
provide for subrogation rights by reason of this policy.
14. ARBITRATION.
Unless prohibited by applicable law, either the Com-
pany or the insured may demand arbitration pursuant to the
Title Insurance Arbitration Rules of the American Arbitration
Association. Arbitrable matters may include, but are not
limited to, any controversy or claim between the Company
and the insured arisi~ out of or relating to this policy, any
service of the Company in connection with its issuance or
the breach of a policy provision or other obligation. All
arbitrable matters when the Amount of Insurance is
$1,000,000 or less shall be arbitrated at the option of either
the Company or the insured. Al/arbitrable matters when the
Amount of insurance is in excess of $1,000,000 shall be
arbitrated only when agreed to by both the Company and the
insured. Arbitration pursuant to this policy and under the
Rules in effect on the date the demand for arbitration is made
or, at the option of the insured, the Rules in effect at Date of
Policy shall be binding upon the parties. The award may
include attorneys' fees only if the laws of the state in which
the land is located permit a court to award attorneys' fees to
a prevailing party. Judgment upon the award rendered by the
Arbitrator(s) may be entered in any court having jurisdiction
thereof.
The law of the situs of the land shall apply to an
arbitration under the Title Insurance Arbitration Rules.
A copy of the Rules may be obtained from the
Company upon request.
15. LIABILITY LIMITED TO THIS POLICY;
POLICY ENTIRE CONTRACT.
(a) This policy together with all endorsements, if any,
attached hereto by the Company is the entire policy and
contract between the insured and the Company. In interpret-
ing any provision of this policy, this policy shall be construed
as a whole.
(bi Any claim of loss or damage, whether or not
based on negligence, and which arises out of the status of
the title to the estate or interest covered hereby or by any
action asserting such claim, shall be restricted to this policy.
(c) No amendment of or endorsement to this policy
can be made except by a w~ng endorsed hereon or attached
hereto signed by either the President, a Vice President, the
Secretay, an Assistant Secretary, or validating officer or
authorized signatory of the Company.
16. SEVERABILITY,
in the event any provision of the policy is held invalid
or unenforceable under applicable law, the policy shall be
deemed not to include that provision and all other provisions
shall remain in full force and effect.
17. NOTICES, WHERE SENT.
All notices required to be given the Company and any
statement in writing required to be furnished the Company
shall include the number of this policy and shall be addressed
to the Company at 114 East Fifth Street, Santa Ana, California
92701.
HINCKLEY, ALLEN & SNYDER
Attorneys at Law
BOSTON, MASSACHUSETTS 02111-2625
June 16, 1995
VIA FEDERAL EXPRESS
James P. Gordon, Town Manager
Town of North Andover
120 Main Street
North Andover, MA 01845
RE: Q~qood Hill, North Andover, Massachusetts
Dear Jim:
Enclosed herewith please find our invoice for disbursements
incurred in connection with the total cost for the Osgood Hill,
North Andover, MA title policy. Also enclosed is the original
policy of title insurance and a binder which includes all
agreements, statements, affidavits, etc.
Please review the enclosed and call me with any questions or
comments you may have. I would request that you enclose a copy
of the invoice when remitting payment.
Thank you.
Ver~uly yours,
Paul A. Hedstrom
PAH:cpc
Enclosures
WP:~EDSTROM:8$ l 1
1500 FLEET CENTER ~ PROVIDENCE, RHO[~E ISLAND 02903 [] 401 274-2000 E~ FAX: 401 277-9600
ACOUI$ITION OF
APpROXI14~TP.I,¥ 153.15 ACRES OF ~ ON
OSGOOD [lIT.T,· NORTH ANDOVEIlt MA
BY
~ INIIABIT~$ OF Tltg TOWN OF NORTH ANDOVI~R
FROM
TRUSTEES OF BOSTON III~IV~RSITY
January 11, 1995
CLOSING AGENDA
1. Option Agreement
2. Letter Agreement regarding Cancellation
of Option
3. Quitclaim Deed
4. Bill of Sale
5. Settlement Statement
6. Title Insurance Affidavit
7. Non-Foreign Seller Affidavit
8. Legal Existence Certificate for
Boston University
9. Corporate Authority for
Boston University
10. Recording Memorandum
11. Title Insurance Policy
12. Central Register Notice
13. Notice under Massachusetts General Laws
Chapter 30B
14. Agreement regarding Option and Broker's Fee
15. Insurance Binder
16. Survey
WP:LST:I~A111792 .AA:~
-2-
This Option Agreement made as of this 2nd d~y of Hay, 1924, between
Trustees of Boston University, a Massachusetts nonprofit, educational.
corporation, with an address of 881 Commonwealth Avenue, Boston,
Massachusetts 02215 ('Grantor') and Evergreen Management Corp., a
Massachusetts corporation with a principa~ place of business at 733 Turnpike
Street, Suite 311, North Andover, Hassachusetts 08145 (the "grantee').
WITNE$SETH T~LRT:
WHEREAS, Grantee wishes to obtain an option to purchase a certain tract
of land containing approximately 153.15 acres, together with the buildings
thereon, presently known as OsgoOd Hill, North Andover, Essex County,
Massachusetts, as more p~rttcularly described in .Exhibit ~ attached hereto
(th~ "Premises')~ and
WHEREAS, Grantor~wishes to grant an option to purchase the Premises to
Grantee; I ·
NOW, THEREFORE, for~considerat~on' of $10.00 paid, and for other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Grantor grants to Grantee the option ("Option") to purchase the
Premises on the terms and conditions hereinafter set forth:
1. The Option ~s ~xerctsable only by ~ritten notice of exercise given
by Grantee to Grantorjontor before $:00 p.m. on the last day of the Option
Period (as hereinafte~ defined). Such notice shall be accompanied by a
purchase and sale agreement (the "Purchase and Sale Agreement"), in
substantially the fon~ attached hereto as ~Lb~LL~, executed by Grantee,
along with evidence of a check or wire transfer in the a~ount of SZO0,O00
representing the depostt~thereunder, delivered to Escrow Agen~ pursuant to the
Purchase and Sale Agreemlnt. Such deposit is to paid by certified, cashier's,
treasurer's or bank check or by wire transfer whereupon Grantor shall execute
and deliver to Grantee a duplicate original of the Purchase and Sale
Agreement. For purposes of this Option Agreement, the "Option Period" shall
mean that per~od commencing upon the date hereof and terminating seven months
thereafter, un, ess otherwise extended by Grantor as hereinafter set forth. As
consideration for the'Option, Grantee shall pay to Grantor by certified,
cashier's, treasurer's or bank check, the sum of $70,000, payable as follows:
$20,000 is to be paid upon the execution of this Option Agreement; $10,000 is
payable two months from ~he date of execution of this Option Agreement; and
$10,000 ~s payable on that date everymenth thereafter during the Option
Period, such payments!to be made at the address set forth in Paragraph 34 to
the Purchase and Sale!Agreement. In the event that an Option p~yment shal~
fall due on a weekend ~?oliday, such paonnent shall be due on the next
business day. Zn theI ~nt that any of the Option payments are not paid ~hen
due or the Option is pot exercised as p?vided herein for whatever reason, all
Option payments hereunder shal~ be retained by Grantor, and this Option
Agreement shall be null 'and void ~ithout further recourse. Time ts of the
essence of this Opt~op ~greement.
)
-2-
Upon written request by Grantee, the initial seven-month period of the
Option Period may be extended for an additional two months with Grantor's
written approval, which approval shall not be unreason=bly withheld or
delayed. Grantor shall be deemed to have reasonably denied Grantee an
extension of the Option Period beyond the initial seven-month period if
Grantee fails to deliver to Grantor with its request for such extension, as
consideration therefar, an additional SZO,O00 by certified, cashier's,
treasurer's or bank check or by wire transfer in accordance with wiring
instructions to be provided by Grantor to Grantee. Notwithstanding anything
contained in this Option Agreement to the contrary, in no event shall the
Option Period extend bey. end nine months from the date hereof, without
Grunter's written approval, which approval shall be given in Grantor's sole
and unfettered discretion.
2. If Grantee exercises the Option as aforesaid, Grantor shmll sell the
Premises to Grantee, and Grantee shall purchase the Premises from Grantor on
the terms and conditions set forth in the Pdrchase and Sale Agreement.
3. During the OptiJn Period and prior to the date of delivery of the
deed of the Premises, Grantee, and its designees upa# reasonable advance
notice t~ Grantor shall have the right to enter upon the Premises to make test
borings and undertake!such other studies ~s m~y be remson~bly necessary for
Grantee to evaluate the Premises. Grantee agrees that all such acts shall be
effected)so as not to interfere ,nreasonably with Grantorfs use of the
Premises~ Grantee further agrees to restore promptly portions of the Premises
damaged by reason of such acts. Activities by Grantor on the Premises,
including such restoration, shall be at Grantee's sole cost and expense.
Grantee may perform testing and work on the Premises under this Option
Agreement only after Grantee has delivered to Grantor certificates of
insurance from the contractors performing such testing and work which name
both Grantee and Grantor as insured parties. Notwithstanding anything to the
contrary contained herein, Grantee shall defend, indemnify and hold Grantor
harmless from and against any liability, loss, damage or expense arising out
of Grantee exercising its rights under this Option Agreement, including any
claims brought by Grantee, its agents, employees, contractors or invitees, but
excluding any claims arisin~ from the gross negligence or willful misconduct
of Grantor. If Grantee f~ils to exercise the Option, copies of all borings,
studies and reports prepared with respect to the Premises shall be delivered
promptly to Grantor atria cost toGrantor. ' ~
4. Grantee end Grantor acknowledge that in furthermnce of this Option
Agreement, Grantee may be furnished certain non-public, confidential
information regarding~the Premises (the 'Evaluation Met~rt~ls'). Grantor
agrees to designate the Evaluation Haterials as such at the time of delivery
of the ~ame to Grantee. As a condition to being furnished such information,
n+aes(al that the Evaluation Materials shall be used ~o]~l~ f?r ~he
~j~'G)-e~al~aEtng~the.Premise), (b~ the) such inf~!?~_~?~.~.~
confidential by Grant,e, ~ts agents aha employees, aha tc~ ex~p~ ~ ~ ~
r~qutred by law, that|Grantee and its agents and employees, shall net
d~stribute or cause t~ be disclosed to any person, firm or entity whatsoeVer
the [v~l'uation Haterials. Grantee acknowledges ~nd understands that Grantor
has not made any representation or warranty as to the accuracy or completeness
Upon written request by Grantee, the initial seven-month period of the
Option Period may be.extended for an additional two months with Grantor's
written approval, which approval shall not be unreasonably withheld or
delayed. Grantor shall be deemed to have reasonably denied Grantee an
extension of the Option Period beyond the initial seven-month period if
Grantee fmils to deliver to Grantor with its request for such extension, as
consideration:therefor, an additional $20,000 by certified, cashier's,
treasurer's or bank check or by wire transfer in accordance with wiring
instructions to be provided by Grantor to Grantee. Notwithstanding anything
~hts Agreement to the contrary, in no event shall the
contained in , Option
Option Period extend beyond nine months from the date hereof, without
Grantor's written approval, which approval shall be given in Grantor~s sole
and unfettered discretion.
2. If Grantee exercises the Option as aforesaid, Grantor shall sell the
Premises to Grantee,.and Grantee shall purchase the Premises from Grantor on
the terms and conditions set forth in the Purchase and Sale Agreement.
3. During the OptioK Period and prior to the date of delivery of the
deed of the Premises, Grantee, and its designees shall have the right to enter
upon the Premise~ to make test borings and undertake such other studies as may
be reasonably necessary for Grantee to evaluate the Premises. Grantee agrees
that all such acts shall be effected so m~ not to interfere unreasonably with
Grantor's use of the Premises. Grantee further agrees to restore promptly
portions of the Premises damaged by reason of such acts. Activities by
Grantor on the Premises, including such restoration, shall be at Grantee's
sole cost and expense, Grantee may perform testing and work on the premises
under this Option Agreement only after Grantee has delivered to Grantor
certificates of insurance from the contractors performing such testing and
work which name both Grantee and Grantor as insured parties. Notwithstanding
anything to the contrary contained herein, Grantee shall defend, indemnify and
hold Grantor harmless from and against any liability, loss, damage or expense
arising out of Grantee exercising its rights under this Option Agreement,
including any claims brought by Grantee, its agents, employees, contractors or
invitees, but excluding any claims arising from the gross negligence or
willful misconduct of Grantor. If Grantee fails to exercise the Option,
copies of all borings, studies and reports prepared with respect to the
Premises shall be delivered promptly to Grantor at no cost to Grantor.
4, Grantee and Grantor acknowledge that in furtherance of this Option
Agreement, Grantee may be ~..nished certain non-public, confidential
information regardinglthe ~i~;-(t~e "Evaluation Materials"). Grantor
agrees to designate the Evaluation Materlals as such at the time of delivery
of the same to Grantee. As a condition to being furnished such infore~tion,
Grantee agrees (al that the Evaluation ~aterials shall be used solely for the
purpqse of evaluating the Premises, (b) that such information shall be kept
confidential by Grantee, its agents and employees, and (c) except as may be
required by law, that Grantee and its agents and employees, shall not
distribute or cause to be disclosed to any person, firm or entity whatsoever
the Evaluation Haterials. Grantee acknowledges and understands that Grantor
has not made any representation or warranty as to the accuracy or completeness
of the Evalualion Materials and accordingly, Grantee agrees that neither
Grantor nor its agent or employees, shall have any liability to Grantee, its
agents or employees resulting from the use of the Evaluation Materials.
If Grantee fails to exercise the Option hereunder, Grantee shall promptly
re-deliver to Grantor all written Evaluation Materials and shall not retain
any copies or, other reproductions, in whole or in part, of such written
mate?al. Al) computer records, documents, memoranda, notes and other
writings what)oever prepared by Grantee and its agents or employees based on
the information in the Evaluation Materials shall be destroyed unless, in the
written opinion of Grantee's counsel, such destruction is not advisable. Such
destruction s all be certified in writing to Grantor by an authorized officer
supervising slch destruction. No such termination of Grantee's access to the
Evaluatioq Ma)erials shall affect Grantee's obligations here?defeat ~os? of
its agents orlemployees, al~ of which obligations shall cont~nue, i~
following'any'such termination. The provisions of this paragraph 4 sna~m
survive expiration or termination of this Option Agreement.
5. ~rmAtee and Grantor each represents and warrants to the other that
the warra~i~g party has ndt contracted with any real estate broker other ~han
Paul W. C~on~ in connection with the transaction contemplated by this Option
Agreement andlthat the warranting party was not directed to the non-warranting
party as theresult of any services or facilities of any real estate broker,
except Paql W,. Cronin. Grantee acknowledges and agrees that any and all
brokerage ~o~t~issions or fees due to Paul W. Cronin hereunder sh~ll be the
· sole respons~ility of Grantee. Grantee and Gr)ntor each agrees to indemnify,
hold harmless~and defend the other from and against all claims established by
court action'or other legal proceedings (inclUding court costs and reasonable
attorneys' fees in connection therewith) arising from or relating to the
breach of the foregoing warranties and covenants, provided the indemnifying
party may select counsel ~easonably satisfactory to the party being .
indemnified. The representations, Warranties and covenants contained in this
paragraph S ball survive the expiration or termination of this Option
Agreement. ! ..
6. Time is of the essence of this Agreement.
7. If(Grantee either assigns this Option Agreement or records a copy of
this Option Agreement or a notice thereof, Grantor, at its option, may declare
Grantor's obligations hereunder to be null and void and may deem Grantee to be
in default of its obligations hereunder.
8. This instrument is to be construed as a Massachusetts contract, is
not subject to any oral understandings, or written understandings not set
forth herein, is binding upon and inures to the benefit of Gr~nto~ and Grantee
and their refpective heirs,.executors, administrators, successors ~nd ~ssigns,
and m~ be cancelled or amended only by a written instrument executed by both
Grantor and Grantee. If two or more persons are nmmed herein as Grantee the
obligations hereunder sh~ll be joint and several.
Executed as an instrument under seal as of the day first set forth above.
GRANTOR:
Trustees of Boston University
JpSyph P'. Hercurio
A)rS'i stant Treasurer
GRANTEE: Evergreen Management Corp.
Thomas La~dani, Treasurer
0554D
-4-
Executed as en instrument under seal as of the day first set forth above.
GRANTOR: Trustees of Boston University
By:
Joseph P. Mercurio
Assistant Treasurer
GRANTEE: Evergreen Management Corp.
By:~~
T~omas Laudant, Treasurer
0854D
FIRST AMENDMENT TO OPTION AGREEMENT
This First Amendment to Optio~ Agreement nmde as of this second
day of August 1994, by and between the Trustees of Boston University, a
Massachusetts nonprofit, educational corporation, with an address of $8!
Commonwealth Avenue, Boston, Massachusetts 02215 ('Crr~tor") anti
Evcrgrcc~ Management Corp., a Massachusetts corporation with an address
of ?33 Turnpike Srr;et, Sukc 311, NorJ~ Andover, 1Vlassachusct~s 01845
Wlq_ F-REAS, the parties entered iuto a Cel~__~i~ Option Agreement
dated May 2, 1994 (the "Option Agreement") per~.i,~i,~E to the property
known as Osgood Hill, North Andover, M,assachuseu~ and beiug more.
particularly described in the Option Agreement (the
WHEREAS the 'panics desire to aw. end the Option Agreement.
BLOW, THEREFOR.B, for good ~ncl valuable consideration, the
receipt and sufficiency of which azo hereby aclc~owledged, the parties agree
as follows:
1. Section 1 of the Option Agreement is hereby amended to
provide that te ini~ Option shall be for ~ue (~) mo~?l~-, mci not seven
(7) months ~s stated therein, now expiring on February 2, 1995. This
an~en~m-_-~t stroll not moalfy Crran~e's rie~hts to the additional two (2)
month extension provided for in the second paragraph of said Section 1 of
the. Option Agreement.
2. No option payments shall be due for the next two (2.). months
of the Option Period (e.~. August ,ed September, 1994). Accordingly, the
next ppuon payment of $10,000.00 shall be due and payable on October 3,
19~4~and thereafter $I0,000.00 optio~ p~yments shall be due and payable
on l\i'pvember 2, 1994, December ~ 1994 and ~u..ary 2. 1995, and such
addil~onal sum~ as is required in the event the Option Period is extended
pursuant to the Option Agreement.
} 3. Grantor ~cknowledges that ali payments now due under the
Optibn Agreement/n a tot-al ~r~ount of $$0,000,00 have been made in a
4. Excep~ as amended herein &e Option Agreement in all other
respects is hereby ratified and co~firmcd.
1
Executed as an insmunen~ ~mder seal as of gle day first set forth
above.
GI~-NTOR,: Trustees of Boston University
~sepl~?. Mercurio
GRANTEE: Evcrg~cn M~uagemc~t Co~p.
By:
Thomas D. Lau~_~i, Treasurer
TOWN OF NORTH ANDOVER, MASSACHUSETTS
OFFICE OF
BOARD OF SELECTMEN
TELEPHONE 6B2-6483
December 1, 1994
Evergreen Management Corp.
733 Turnpike Street, Suite
North Andover, Massachusetts 01845
RE: Osgood Mill, North Andover, Massachusetts (hereinafter the "Property")
Gentlemen:
Reference is made to a certain Option Agreement dated May 2, 1994, as
amended as of August 2, 1994 (hereinafter, the Option) between the Trustees
of Boston University) (hereinafter, BU) and Evergreen Management Corp.
(hereinafter, Evergreen). The Town of North Andover (hereinafter, the Town),
acting by and through the Board of Selectmen have been working with Evergreen
for several months regarding the acquisition of the Property. This letter is
to acknowledge that the Town is continuing its due diligence in the possible
acquisition of the Property from BU. Real estate information is being
reviewed and the Town is awaiting receipt of an appraisal of the Property.
Further, the Town has negotiated with Evergreen a draft purchase agreement
(hereinafter, "Agreement") whereby Evergreen would assign to the Town
Evergreen's Option to acquire the Property. As of the date hereof, the
Agreement is not as yet final as there are several issues of disagreement
between the Town and Evergreen.
In order for the Town to complete its due diligence, the Town is
requesting that Evergreen maintain the option. Additionally, the Town will
make a decision on the method for acquiring the property by January 12, 1995
(settlement date). Notwithstanding the method of acquiring the property or
the price to be paid for the property, or whether or not the Town acquires
the property, and in consideration of Evergreen continuing to make option
payments, the Town agrees to pay to Evergreen, no later than January 12,
1995, (the settlement date) the sum of $700,000 as reimbursement of
expenditures and an agreed upon profit, on the settlement date, if the Town
so desires, Evergreen will assign its Option Agreement to the Town of North
Andover, together with the consent of Boston University. Further, in the
event that the Town acquires the property by any means, the Town agrees to,
and hereby does, indemnify and save harmless Evergreen against, and from any
loss, liability or expense, including reasonable attorneys' fees, arising out
of any .claim or claims for commissions with respect to the transaction
contemplated by the Option and made by Paul Cronin, for an amount not in
excess of $200,000 plus legal fees.
Evergreen Management Corp. -2- December 1, 1994
Further, the Town intends to borrow, on a short-term basis, the funds
necessary to consummate this transaction. The Board of Selectmen, at their
meeting of November 28, 1994, authorized the Chairman of the Board to execute
this Letter of Understanding.
If this represents your understanding of the transaction of the date
hereof, Please so indicate by signing a copy of this Let%er of Understa~ing.
It is hereby agreed to by the parties that this Letter of Understanding
is considered a confidential document and shall not be released by the
parties %mtil the contemplated transaction is consummated.
Evergreen Management Corp.
Very truly yours,
The Town of North ~over
iohn P. Savastano, Chairman
Board of Selectmen
Witness
QUITCLAIM DEED
TRUSTEES OF BOSTON UNIVERSITY, a Massachusetts nonprofit
educational corporation having an address of 881 Commonwealth
Avenue, Boston, Massachusetts 02215 ("Grantor") for consideration
of Four Million Dollars ($4,000,000.00) paid grants to THE
INHABITANTS OF THE TOWN OF NORTH ANDOVER, having a mailing
address of North Andover Town Hall, 120 Main Street, North
Andover, Massachusetts 01845 with QUITCLAIM COVENANTS that
certain parcel of land, together with the buildings located
thereon, in North Andover, Essex County, Massachusetts as more
particularly described as follows:
A certain tract of land, with the buildings thereon situated,
on the Easterly side of Osgood Street in North Andover, Essex
County, Massachusetts, and shown as Parcel "A" on "Plan of a
portion of the land of Trustees u/w Nathaniel Stevens located in
North Andover, Mass." dated December 16, 1952, Ralph B. Brasseur
C.E. recorded with the Essex North Registry of Deeds as Plan No.
2606, bounded and described as follows:
Beginning on the Easterly side of said Osgood Street on land
now or formerly of Saltonstall and at the Southwest corner of the
premises hereby conveyed and thence running in Northerly courses
by Osgood Street to land of Greenwood; thence by the Greenwood
land and a wall Southeasterly 395 feet; thence more Easterly by
the wall 440 feet; thence Southeasterly again 135 feet to the end
of the wall in the water of the lake and on the same course in
the water 180 feet to the end of another wall also in the water;
thence following the wall and the shore and then the wall again
Southerly and Southwesterly across a small bay to the shore of
the lake (the water so far named being the artificial flowage of
the lake); thence Northeasterly, Southeasterly, Northeasterly,
Southeasterly and Southerly by the shore of the lake to a
monument by the shore; thence Southwesterly in a straight line
1879.38 feet to the Northerly corner of Parcel "B", as shown on
said plan; thence Southwesterly, more Westerly, 600 feet by said
Parcel "B" to a stake; thence Southeasterly by said Parcel "B"
160 feet to the Northerly corner of land now or formerly of said
Saltonstall; thence Southwesterly by said Saltonstall land 311.90
feet to Parcel "C", as shown on said plan, thence Northerly by
said Parcel "C" 42.75 feet; thence Southwesterly by the same 60
feet; thence Southeasterly by the same 45.45 feet; thence
Southwesterly 117.75 feet to Osgood Street and the point of
beginning. Also including all Grantor's rights in any land under
the waters of the lake adjoining the above-described premises so
far as Grantor's title extends.
Containing 153.15 acres, more or less, and being a portion of
the premises conveyed to Nathaniel Stevens by Sam D. Stevens et
al dated April 17, 1908 and recorded with the Essex North
Registry of Deeds in Book 262, Page 6.
Together with the right to maintain the town water pipes
through other lands of Abbot Stevens and Horace N. Stevens, Jr.,
as Trustees under the will of Nathaniel Stevens (the "Trustees of
Nathaniel Steven's Estate") and lands of Abbott Stevens as the
same are now laid and used, as described in the Deed to the
Grantor hereunder dated December 26, 1952 and recorded with said
Deeds in Book 771, Page 178.
Reserving to the Trustees of Nathaniel Stevens's Estate a
right and easement over, through and under a right of way 40 feet
in width throughout its entire length along and adjacent to the
entire Southerly boundary of the herein described premises from
the lake to Osgood Street with the right to lay and maintain
water pipes and electricity lines along said right of way and
with the right to use the said way for all purposes for which
such ways are commonly used in said North Andover, as described
in the Deed to the Grantor hereunder dated December 26, 1952 and
recorded with said Deeds in Book 771, Page 178.
For Grantor's authority, see Assistant Secretary's
Certificate dated January /L, 1995 and recorded with the Essex
North Registry of Deeds herewith.
For Grantor's title reference, see Deed from Abbot xStevens
and Horace N. Stevens, Jr., Trustees under the will of Nathaniet
Stevens, dated December 26, 1952 and recorded with said Deeds in
Book 771, Page 178.
Witness my hand and seal this /~ day of January, 1995.
TRUSTEES OF BOSTON UNIVERSITY
'BY:J~rcu"ri~
Its: Assistant Treasurer
-2-
COMMONWEALTH OF MASSACHUSETTS
Suffolk County, ss.
In ~-'~ ~ , in said County and State, on the /~- ~ day
of January, 1995 before me personally appeared Joseph P.
Mercurio, the Assistant Treasurer of Trustees of Boston
University, to me known and known by me to be the person
executing the foregoing instrument for and on behalf of Trustees
of Boston University and he acknowledged said instrument, by him
executed, to be his free act and deed in his capacity as
aforesaid and the free act and deed of Trustees of Boston
University.
Notar~ Public
My commission exptres~ /~/~,~ //
-3-
BILL OF SALE
The undersigned, TRUSTEES OF BOSTON UNIVERSITY, a
Massachusetts nonprofit educational corporation (the "Seller")
for One Hundred ($100.00) Dollars paid, the receipt and
sufficiency of which is hereby acknowledged, hereby sells,
grants, transfers, and assigns to THE INHABITANTS OF THE TOWN OF
NORTH ANDOVER (the "Buyer") all of its right, title and interest
in the personal property described on Exhibit A attached hereto
and incorporated herewith, excluding all of the personal property
described on Exhibit B attached hereto and incorporated herewith.
TO HAVE AND TO HOLD the same unto the Buyer, Seller for itself
and its successors and assigns, warrants that it has good and
absolute title to the same, that it has a good and clear right to
sell the same, that there are no liens, encumbrances,
assessments, claims for taxes or other obligations outstanding
against any of the same. Seller covenants and agrees to defend
the sale of the same to Buyer against any lawful claims and upon
request to take such action and to indemnify and hold the Buyer
harmless from any cost, loss, damage, suit or expense, including
legal fees, arising out of any breach of the foregoing
representations and obligations and to execute and deliver to the
Buyer any further documents that the Buyer, or its nominee, may
subsequently require to reduce any of the same to possession or
to pass title to any of the same or to evidence any undertaking
hereunder by Seller.
Witness my hand and seal this /~ day of January, 1995.
TRUSTEES OF BOSTON UNIVERSITY
J~/eph Vp. Mercurio
Its:VAssistant Treasurer
EXHIBIT A
Ail fixtures, machinery, equipment, and other personal
property of every kind, description and nature whatsoever located
in or upon or affixed to that certain parcel of land, or the
buildings located thereon, on the easterly side of Osgood Street,
known as Osgood Hill, North Andover, Massachusetts (the
"Property"), including, without any way limiting the generality
of the foregoing: all machinery, equipment, material, appliances
and fixtures installed or place on the Property for the
generation and distribution of air, water, heat, electricity,
light, fuel or refrigeration, or ventilating or air-conditioning
purposes, or for sanitary or drainage purposes, or for the
removal of dust, refuse or garbage, and including all awnings,
window shades, drapery rods, and brackets, screens, floor
coverings, incinerators, carpeting and all furniture and
fixtures.
WP:TARRICOHE:NA111792 .AA5
BUYER:
SELLER:
PROPERTY ADDRESS:
SETTLEMENT AGENT:
SETTLEMENT DATE:
SETTLEMENT STATEMENT
The Inhabitants of the Town of North Andover
Trustees of Boston University
Approximately 153.15 acres of land, with
buildings thereon, on Osgood Street, Osgood
Hill, North Andover, MA
Hinckley, Allen & Snyder
January 11, 1995
CLOSING ADJUSTMENTS
BUYER'S ADJUSTMENTS
Gross Amount Due from Buyer:
Purchase Price
Settlement Charges:
Title insurance premium
Recording costs
Evergreen Management Corp.
Broker's Co,a~Lission to Paul W. Cronin
POC
POC
$4,000,000.00
700,000.00
200,000.00
Total
$4,900,000.00
S~.T.ER' S ADJ~S~]{~NTS:
Gross Amount Due to Seller:
Purchase Price
$4,000,000.00
Total
$4,000,000.00
Reductions in Amount Due to Seller:
Settlement charges:
Deed stamps
18,240.00
$18,240.00
Total $18,2{,0.00
WP:TARR]CONE:NA111792 .AA5
Cash at Settlement to Seller:
Gross Amount Due to Seller
Less Reductions in Amount Due to Seller
Total Cash at Settlement to Seller
$4,000,000.00
$18,240.00
$3,981,760.00
-2-
To: First American
Property Address:
MCA FORM NO. 5
TITLE INSURANCE AFFIDAVIT
Title Insurance Company
Approximately 153.15 acres of land located on the easterly side of
Osgood Street, kno%rn as Osgood Hill, with buildings thereon, in
North Andover, MA
The undersigned owner of the above property, does under oath depose and say that:
1. There is no person to whom a debt is due for labor or materials furnished in the erection, alteration, repair
or removal of a building or structure upon said property by virtue of an agreement with, or by the consent of the
undersigned, or ora person having authority from or rightfully acting for the undersigned in performing or furnishing
such labor or materials for work actually performed during the past 43 days, including the date hereof.
2. At the date hereof there are no tenants or other parties who are in possession or who have the right to be in
possession of ~aid property (except as shown below):
None
3. Neither the property nor any use thereof is in violation of restrictive covenants, if any, affecting the
property.
4. All bills for municipal light plant service charges which could become liens have been paid.
$. No security interest which secures payment or the performance of any obligation has been given by the
undersigned, or to the knowledge of the undersigned, in any personal property or fixtures placed upon or installed in
said property.
This affidavit is made for the purpose of induCing the Tide Insurance Company to insure the mortgage on said
property and the undersigned agrees to indemnify and hold harmless the Tide lmurance Company from any loss
resulting from reliance upon the truth and accuracy of the statements contained herein.
Signed under the penalties of perjury this /~,~v~' day of
January ,19 95
C3ASSOCIATION/3
TRUSTEES OF BOSTON UNIVERSITY
WP:IARR]CONE:REOgSO00 ,£S2
MCA FORM NO. 6
CERTIFICATION BY ENTITY TRANSFEROR
Section 1445 of the Internal Revenue Code provides that a
transferee (Buyer) of a U.S. real property interest must withhold
tax if the transferor (Seller) is a foreign person. To inform
The Inhabitants of the Town of North Andover (the transferee)
that withholding of tax is not required upon the disposition of a
U.S. real property interest by Trustees of Boston University (the
transferor), the undersigned certifies the following on behalf of
Trustees of Boston University (the transferor).
1. Trustees of Boston University (the transferor) is not a
foreign corporation, foreign partnership, foreign trust, or
foreign estate (as those texms are defined in the Internal
Revenue Code and Income Tax Regulations);
2. The U.S. employer identification number of Boston
University (the t~ansferor) is
D~ - ,~/~ ~S~/7 ; and
3. The office address of Trustees of Boston University (the
transferor) is
The undersigned understands that this certification may be
disclosed to the Internal Revenue Service by transferee and that
any false statement contained herein could be punished by fine,
imprisonment or both.
Under penalties of perjury I declare that I have examined
this certification and to the best of my knowledge and belief it
is true, correct and complete, and I further declare that I have
authority to sign this document on behalf of Trustees of Boston
University (the transferor).
Dated this /.~Z~ day of January, 1995.
~eph~ P. Mercurio
Its: Assistant Treasurer
MICHAEL J. CONNOLLY
SECRETARY OF STATE
January 5, 1995
TO WHOM IT MAY CONCERN:
I hereby certify that
Trustees of Boston University
appears by the records of this office to hav.~ b.e.e.n_!._nc_orpora~ed under the General Laws of this
Commonwealth on May 26, 1869, Chapter 322 Ac~s of 1869.
I further certify that so far as appears of record here,' said corporation still has a legal
existence.
IN TESTIMONY of which, I have hereunto
affixed the Great Seal of
the Commonwealth on the
date first above written.
$ccrcrary ofStarc
Form C.D 504.
.)'BM
ASSISTANT SECRETARY'S CERTIFICATE
I, Todd L,C. Klipp, Assistant Secretary of Trustees of Boston University
(the "Corporation"), a non-profit corporation organized and existing under the
laws of the Commonwealth of Massachusetts, hereby certify that the
Executive Committee of the Board of Trustees of the Corporation by vote at
its meeting, duly called and held on November 16, 1993, adopted the
following resolution, which is in full force and effect and has not been
rescinded, modified or repealed:
VOTED: That Trustees of Boston University (the "Corporation") is
hereby authorized to sell the property known as Osgood Hill located in
North Andover, Massachusetts, together with the buildings and
improvements thereon, for an amount not less than Four Million
Dollars ($4,000,000); that the Treasurer and each Assistant Treasurer
of the Corporation is hereby authorized, in the name of and on behalf
of the Corporation, (i) to negotiate, execute, seal with the corporate
seal, acknowledge, deliver and/or record any and all instruments or
documents, including, without limitation, offers, option agreements,
purchase and sale agreements, and certificates, upon such terms and
conditions, consistent with this vote, as such officer in his or her sole
discretion determines to be necessary, desirable or appropriate in
order to effectuate said sale, and (ii) to take any and all further
actions as such officer in his or her sole discretion determines to be
necessary, desirable or appropriate in order to effectuate said sale;
and that any actions heretofore taken by any such officer in order to
effectuate said sale are hereby ratified and confirmed. -
I further certify that Joseph P. Mercurio was on the date of said
resolution, has been since that date and is on the date hereof an Assistant
Treasurer of the Corporation.
IN WITNESS WHEREOF I hereunto set my hand and seal of the
Corporation this /~2~'day of January, 1995.
Assistant Secretary of
TRUSTF_~.S OF BOSTON UNIVERSITY
~P:TARRICO~IE:NAlllTg2 .AB2
TO:
FROM:
DATE:
RE:
MEMORANDUM
Paul A. Hedstrom
Lisa S. Tarricone
January 13, 1995
Town of North Andover/Purchase of Osgood Hill Property
The following documents were recorded with the Essex North
Registry of Deeds today at 8:55 am:
Document
Certificate of Legal Existence for
Trustees of Boston University
Assistant Secretary's Certificate
for Trustees of Boston University
Deed into The Inhabitants of The Town of
North Andover
Instrument No.
843
844
845
Form No. 14.02,92
(10/17/'92)
ALTA Owner's Policy
N? 20210588
P OL!CY OF TITLE INSURANCE
First
Ti, le Insurance Company
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE ~TIONS F~M COVERAGE CONTAINED IN SCHEDULE
B AND THE CONDITIONS AND STIPULATIONS, FIRST.CAN J[TLE INSURANCE COMPANY, a California
corporation, herein called the Company, insures, as of Daj~ofll~jcy s~n in Schedule A, against loss or damage,
not exceeding the Amount ol Insurance stated in Sched~'A, ~tai~. or incurred by the insured by reason of:
1, Title to the estate or interest described inI~L~hedul~..~ ~ng~' J vested other than as stated therein;
2. Any defect in or lien or encumbrance on ~e title; ~
3, Unmarketability of the title;
4. Lack of a right o1 access to and from the land.
The Company will also pay the costs, attorneys' fees and expenses incurred in ~
only to the extent 3rovided in the Conditions and Stipulations.
of the title, as insured, but
First American Title Insurance Company
~/~ ~1 ~ PRESIDE.reT
SCHEDULE A
AGENT'S FILE NO.
POLICY NUMBER DATE & TIME OF POLICY AMOUNT OF INSURANCE
Owners 20210588 January 13, 1995 $4,900,00.00
POLICY NUMBER DATE & TIME OF POLICY AMOUNT OF INSURANCE
Loan N/A :' $ ' N/A
Rease complete the requested information if the insured premises is covered by any prior FATIC Policy(ies):
Policy No(s). Amount(s) of Insurance $
AUTOMATIC INFLATION CLAUSE: The policy amount will automatically ncrease by 10% of the amount shown above on each o! the
first five ann versarie$ of the policy dele with re~cect to residential policies.
NOTE: A Loan Policy on the encumbrance described In thls Schedule has been Issued naming as the Insured:
1. Nameoflnsured: The Inhabitants of the To~n of North Andover
The estate or ~ntercst in thc land described herein and which is covered by this policy is Fee Simple.
The estate'or interest ~ferred to herein is at Date of Polioy vested in the Insured.
The land herein described is encumbered by ~he following mortgage, and the assigmnent thereof, if any:
none
The land referr~ to in this policy is located at:
-7
Osgood Street
LotNo(s)... ~e
Subdivision,
in thc 6~y/Town of Nnwth Andnver
-- State of Ma~sachnsatt~
attached hereto and made a part hereof.
~: nckle Allen
..,~..~a.~l & SnJder
:'-'By:-/('~5~x
AUTHO~Z~-SJGNATO~
Alan Gottlleb
, County of
(North)
and b described as set forth in "Exhibit A"
TYPE AGENT'S NAME
t{~ucklay: Allan & Snyder
TYPE FIRM'S NAME
=~:: First American Title Insurance nompanv_:.~ ~.. i ~ ~ '[hi~.PallcvJ$ valid only ~ ~S~hedule B isAttached. LO/A
LOAN POLICY
O~n~r Policy No.
Policy No.
SCHEDULE B-PARTI
20210588
N/A
This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of
the following:
Any facts, rights, interest, or claims which are not shown by thc public records, but which could be ascertained by an inspection of said
land or by making inquiry of persons in possession thereof.
Discrepancies, conflicts in boundary lines, shortages in area, encroachments, or any other facts which a correct survey would disclose, and
which am not shown by the public records.
Any lien or right to a lien, for services, labor or material heretofore or hereafter fumi. shed, imposed by law and not shown by the public
records.
The mortgage, if any, referred to in Item 4 of Schedule A. [This exception does NOT apply to Loan Policies.)
Liens for taxes and assessments which become due and payable subsequent to the date of policy. **
IF THE INSURED PREMISES IS A CONDOMINIUM UNIT: Covenants, conditions, restrict/om, reservations, easements, liens for
assessments, options, powers of attorney, and limitations on title, created by the laws of the State of the insured premises or set forth in the
Master Deed or Declaration of Condominium, in the related By-Laws, in the Declaration of Trust, or Site Plans and Floor Plans as duly
recorded in the appropriate land records office and as the same maY have been lawfully amended, and in any instrument creating the estate
or interest insured by this policy.
FOR ADDITIONAL EXCEPTIONS, SEE SCHEDULE B-PART I CONTINUATION SHEET
ATTACHED HERETO.
** The Property is currently tax exempt.
Standard Exceptxons 1, 2 and 3 are hereby deleted from the owner's
policy.
[] For additional exceptions see attached Schedule B-Part I Continuation Sheet.
:. Exception(s) numbered are hereby omitted from the Loan Policy only.
"~ AFTHE INSURED PREMISES IS RESIDENTIAL PROPERTY ( 1-4 family) then the following coverage(s), as checked, are hereby given with
respec~t to this Loan Policy, to the same extent as if the endorsement(s) were attached to said policy:
FATIC - SECONDARY MORTGAGE MARKET ENDORSEMENT
[] ALTA 4 3. - CONDOMINIUM ENDORSEMENT
[] ALTA 5 PLANNED UNIT DEVELOPMENT ENDORSEMENT
[] ALTA 6 VARIABLE RATE MORTGAGE ENDORSEMENT
[] ALTA 6.2 - NEGATIVE AMORTIZATION ENDORSEMENT
ALTA 8.1 - ENVIRONMENTALPROTECTION LIENENDORSEMENTOhisendorsementisherebycompletedbyaddingtotheend
of paragraph (b) thereof: (MA, NH, & VT) - "None": (ME) - Title 38 MRSA, Section 1370.)
INITIAL FOR IDENTIFICATION
~: H£DSTRON: NA111792.0~141 ,AA6
First American Title Insurance Company
Owner's Policy No: 20210588
Loan Policy No: N/A
Schedule B - Part I
Continuation Sheet
Any matters that would be disclosed by a correct on the
ground instrument survey subsequent to December 31, 1952 and
which are not shown by the public records.
The possible rights of others over cart paths, carriage ways
and ways shown on the plan recorded with the Essex North
Registry of Deeds (the "Registry") as Plan No. 2606.
Order of Taking by the Commonwealth of Massachusetts for the
original layout of Route 125 dated September 5, 1911 and
recorded with the Registry in Book 309, Page 581.
Notice under Massachusetts General Laws, Chapter 130, to
prevent easement dated October 2, 1920 and recorded with the
Registry in Book 437, Page 417.
Notice under Massachusetts General Laws, Chapter 130, to
prevent easement dated July 25, 1921 and recorded with the
Registry in Book 443, Page 409.
Order of Taking by the Commonwealth of Massachusetts for the
alteration of RoUte 125 recorded with the Registry in Book
535, Page 417.
Order of Taking by the Commonwealth of Massachusetts for the
alteration of Route 125 dated May 12, 1931 and recorded with
the Registry in Book 559, Page 1.
40' Right of Way set forth in the Deeds dated January 21,
1953 and recorded with the Registry in Book 772, Pages 509
and 512.
Grant of Easement to the City of-Lawrence for cable dated
September 27, 1956 and recorded with the Registry in Book
843, Page 148.
10. Order of Taking by the Commonwealth of Massachusetts for the
alteration of Route 125 dated March 14, 1961 and recorded
with the Registry in Book 933, Page 170.
11. Drainage Easement to the Commonwealth of Massachusetts dated
February 27, 1962 and recorded with the Registry in Book 954,
Page 70.
11. Rights of others to water pipes described in the Deed dated
December 26, 1952 and recorded with said Registry in Book
771, Page 178.
EXHIBIT A
A certain tract of land, with the buildings thereon situated,
on the Easterly side of Osgood Street in North Andover, Essex
County, Massachusetts, and shown as Parcel "A" on "Plan of a
portion of the land of Trustees u/w Nathaniel Stevens located in
North Andover, Mass." dated December 16, 1952, Ralph B. Brasseur
C.E. recorded with the Essex North Registry of Deeds as Plan No.
2606, bounded and described as follows:
Beginning on the Easterly side of said Osgood Street on land
now or fo£merly of Saltonstall and at the Southwest corner of the
premises hereby conveyed and thence running in Northerly courses
by Osgood Street to land of Greenwood; thence by the Greenwood
land and a wall Southeasterly 395 feet; thence more Easterly by
the wall 440 feet; thence Southeasterly again 135 feet to the end
of the wall in the water of the lake and on the same course in
the water 180 feet to the end of another wall also in the water;
thence following the wall and the shore and then the wall again
Southerly and Southwesterly across a small bay to the shore of
the lake (the water so far named being the artificial flowage of
the lake); thence Northeasterly, Southeasterly, Northeasterly,
Southeasterly and Southerly by the shore of the lake to a
monument by the shore; thence Southwesterly in a straight line
1879.38 feet to the Northerly corner of Parcel "B", as shown on
said plan; thence Southwesterly, more Westerly, 600 feet by said
Parcel "B" to a stake; thence Southeasterly by said Parcel "B"
160 feet to the Northerly corner of land now or formerly of said
Saltonstall; thence Southwesterly by said Saltonstall land 311.90
feet to Parcel "C", as shown on said plan, thence Northerly by
said Parcel "C" 42.75 feet; thence Southwesterly by the same 60
feet; thence Southeasterly by the same 45.45 feet; thence
Southwesterly 117.75 feet to Osgood Street and the point of
beginning. Also including all Grantor's rights in any land under
the waters of the lake adjoining the above-described premises so
far as Grantor's title extends.
WP: larr icone:NAil] 792 oAA7
Volum~ t4, Issue 48 H°v~mbm' BO, 1994
Centr..al
Re.gister
1~,~btlshed by: .
,-,,=,,..~ ..,..~... xt~,,~,,~,,,=,~,,~ ¢,.e~r~ of State. Mi~a¢l ~. Conno~, sec~e~..~y
Ab~HOP..ITy
Town of Montague Board of Selectmen,
1 Avenue A, Turners Falls, MA 01376.
4:00 PM January 5, 1995.
ADDITIONAL INFOP~4A1/ON '
Direct in~iries to Deborah Radw~y:,"
Executive Secreta~, /413) 863-3204.
A briefin~ .ssion ~ tour of the
P~oper~y ar mchedu. ~. for Monday
DESCl%~-z~ON 0FPROp~
Disposition of brick Colie Opera
House, built in 1674 with 4,704 sq.
ft. first floor and 4,704 sq. ft.
double sro.ry, hei__~.~ second floor.
VALUE, .~OURCE OF YALUA'I/ON
· The proposed FYP$ Tc~n As
revaluation is $109,500.
D%B¢:I~I])TIO~ OF PROPERTY
BORS'
A C~RTA/N PARCEL OF LAND KNOWN A~
OSGOOD HILL, LO~ATED ON THE EA~u ~.a{Ly
SIDE OF OSGOOD STRUT, NORTH AV.'~VER,
AND T~E BUILDINGS LOCATED T~t~N'
SAID LAND CONSISTING OF ~ 1S3.15
ACRES.
P~OPOSAL DEADLI~
THIRTY DAYs FROM ~UBLICATION (.UNIQUE
ACQUISITION)
ADDITION;J, IE~OI~ATION
UNIOUE~ESS DETERMINATION P~SU~ TO G.L.C.30~.
~e ~o~ of No~ ~dover, acting ~ugh i~ T~ Mee~ing, has Vo~ed to
ac~ire ~e lan~ and building~ locate~ on a parcel ~ as Osgood Hill,
st~d on'~e easterly si~ of 0sgood S~eeC, N~ ~dover, as fu~er
descr~d ~ a pl~ of l~d en~itl~ "~lan' of a ~ion of ~e l~d of
Trustmes w/w Na~iel Stevens lo~te4 in No~ ~over,
sai~ v~te ~e Boar~ of Sele=~en has dete~ined ~a: ~e adve~is~ent of such
ac~isition will not ~nmfi= ~e Town's interes=s as
i~s size ~4 lots=ion is a ~i~e par=el
TO~ of No~ ~aover, ~ ~a= ~ls is a unite oppo~uni:y for ~e Town to
pattie= having a benefice1 interest in
University, ~e cu~ent o~er and ~e~reen ~ag~en: Co~.
To~ of an op=ion =o pur~e said land fr~ Boston University. ~lncipal
shar~olders of ~er~een Management co~. are Thomas D. ~udanl ~d Fra~li~
S. Davis, Closing on ~e =r~sfer is cu~ntly ~ticipated in early J~ua~,.
1995.
Northampton City Property Com~/=te
212 Main St., Northampton MA 01060
(413} 586-6950 x246
10:.00 a.m., December 30, 1994
~DDh-zONAL ~r~O~AT~ON
approx. 5,000 sq. ft. of office space,
in downtown Northampton. A-1 oondi~ion
'25 parking spaces included.
3 year'lease with two one year options
$12 per sq. ft. Board of Assessors
Proposal documents are availk~le M-F, 9-4, from the Law. Dept., 210 Main
Nor~h&mpton, MA 0~060. The space is the historic James House, renovated
years ago. Easy access to courthouse and b~s.rouUe~. $6.60 per sq. ft.
is the =arpet we are looking for. ~,~
DISCLOSURE STATEMENT
DISPOSITION OF RF2EL PROPERTY
For disposition of real property by Trustees of Boston
University, a Massachusetts nonprofit educational corporation,
the undersigned does hereby state, for the purpose of disclosure
pursuant to Massachusetts General Laws, Chapter 7, section 40J,
of a transaction relating to real property as follows:
(1) Real Property:
(2) Term:
(3) Seller:
Option holder:
(4) Buyer:
Approximately 153.15 acres of land located
on the easterly side of Osgood Street (with
the buildings located thereon) known as
Osgood Hill, North Andover, Massachusetts
Conveyance in Fee Simple; $4,900,000.00
negotiated purchase price; closing
anticipated on or about January 11, 1995.
Trustees of Boston University, a
Massachusetts nonprofit educational
corporation
Evergreen Management Corp. (principal
shareholders: Thomas D. Laudani and Franklin
S. Davis), a Massachusetts corporation with
a principal place of business at 733
Turnpike Street, North Andover, MA 01845
The Inhabitants of the Town.of North Andover
having a mailing address of North Andover
Town Hall, 120 Main Street, North AndoVer,
MA 01845
(5) Names and addresses of all persons who have or will have a
direct or indirect beneficial interest in the proPerty a~-Buyer:
The Inhabitants of the Town of North Andover, having a mailing
address of North Andover Town Hall, 120 Main Street, North
Andover, MA 01845.
(6) None of the above mentioned persons is an employee of the
Town of North Andover or an official elected to public office in
the Commonwealth of Massachusetts, except as listed below.
NONE.
Signed Under the penalties of perjury.
radshaw, Town Clerk
Town of North Andover
January 10. 1995
Date
James P. Gordon
Town Manager
TOWN OF NORTH ANDOVER, MASSACHUSETTS
OFFICE OF
TOWN MANAGER
120 MAIN STREET, 01845
TELEPHONE 682-6483
January 12, 1995
Evergreen Management Corp.
73~ Turnpike Street
North Andover, MA 01845
RE: Osgood Hill, North Andover, Massachusetts ("the Property")
Dear Gentlemen:
Reference is made to that certain Option Agreement dated May 2, 1994,
(hereinafter, the "Option") and executed by and between the Trustees of
Boston University (hereinafter, "BU"), as grantor, and Evergreen
Management Corp. (hereinafter, "Evergreen"), as grantee, in connection with
the Property. As you know, the Town of North Andover, acting by and through
the Board of Selectmen (hereinafter, the "Town,,) has been working with
Evergreen, a~d, on January 12, 1995, will be purchasing the Property directly
from BU. Further, Evergreen has agreed to cancel its Option in consideration
of the payment by the Town, on January 12, 1995, of Nine Hundred Thousand
Dollars ($ 900,000.00), representing payments to Evergreen of Seven Hundred
Thousand Dollars ($ 700,000.00) and the payment of Two Hundred Thousand
Dollars ($ 200,000.00) to Paul W. Cronin, as the balance of the broker's fee
due from Evergreen to Paul W. Cronin, relating to the Option and, as more
particularly set forth in the attached letter.
In connection therewith, and in consideration of the sum of Nine Hundred
Thousand Dollars {$ 900,000.00) paid by the Town in accordance herewith in
connection with the foregoing transaction, the receipt and sufficiency of
which is hereby acknowledged, the undersigned does hereby acknowledge receipt
of payment in full with respect to all of its outstanding legal and
contractual interests in the Property and brokerage commissions payable in
connection therewith.
Kindly acknowledge your assent to the foregoing by executing below where
designated and by returning the same to my attention (i) simultaneously upon
your receipt of Seven Hundred Thousand Dollars ($ 700,000.00) as described
Evergreen Management Corp.
January 12, 1995
Page 2.
herein, and (ii) for the purpose of authorizing the payment of Two Hundred
Thousand Dollars ($ 200,000.00) to Paul W. Cronin, all as set forth in the
attached letter.
Sincerely,
Town Manager
Acknowledged and Agreed to
on this 12th day of January, 1995
Evergreen Management Corp.
Jamee P. Gordon
Town
TOWN OF NORTH ANDOVER, MASSACHUSETTS
OFFICE OF
TOWN MANAGER
120 MAIN STREET, 01845
TELEPHONE 682-6483
January 12, 1995
Mr. Paul W. Cronin.
C/O Evergreen Management Corp,
733 Turnpike Street
North~dover, MA 01845
RE: Osgood Hill, North A~dover, Massachusetts (the"Property")
Dear Mr. Cronin:
Reference is made to that certain Option Agreement dated May 2, 1994,
(hereinafter, the "Option") executed by and between the Trustees of Boston
University {hereinafter, "BU"), as grantor, and Evergreen Management Corp.
(hereinafter, "Evergreen"), as grantee, in conneotion with the Property. As
you know, the Town of North Andover, acting by and through the Board of
Selectmen, (hereinafter, the "Town") has bee~ working with Evergreen, and, on
January 12, 1995, will be purchasing the Property directly from BU.
Evergreen has agreed to cancel the Option in consideration of ~the payment by
the Town, on January 12, 1995, of Nine Hundred Thousand Dollars
($ 900,000.00). Pursuant to the terms of the Option, you are entitled to a
maximum broker's commission of Two Hundred Fifty Thousand Dollars
($ 250,000.00) (hereinafter, the "Broker's Commission") from Evergreen upon
conveyance of the Property. You further acknowledge that you have received
Fifty Thousand Dollars ($ 50,000.00) from Evergreen, as an advance against
your Broker's Commission.
This letter will acknowledge the further payment to you of the sum of
Two Hundred Thousand Dollars ($ 200,000.00) to be paid by Evergreen on
January 12, 1995, such sum representing the remaining balance of your
Broker's Commission in connection with the foregoing transaction. Further
you hereby represent and warrant tl%at you are a duly licensed broker in the
Commonwealth of Massachusetts.
Kindly acknowledge your assent to the foregoing by executing below where
designated and by returning the same to my attention simultaneously upon your
receipt of the Broker's Commission.
Acknowledged and Agreed to
On this 12th day of January, 1995
HINCKLEY, ALLEN & SNYDER
Attorneys at Law
ONE FINANCIAL CENTER
BOSTON, MASSACHUSETTS 02'i1~-2625
617 345-9000
FAX: 617 34~.9020
P.~ol A. ftt:ds~n~m
January 23, 1996
Mr. Kevin Mahoney
Interim Town Manager
Town of North Andover
120 Main Street
North Andover, MA 01845
RE: Town of North Andover - Osqood Hill Property
Dear Kevin:
Enclosed herewith please find the original Quiclaim Deed for
the Osgood Hill property.
Should you have any questions, please do not hesitate to
contact me.
Very truly yours,
Paul A. Hedstrom
PAH:cpc
Enclosure
~P: HEOSTR~'~: HA111792 .AEO
1500 FLEET CENTF:R [~ PROVtDENCE, RHODE ISLAND 02903 ~ 401 274.2000 I~ FAX: 401 277-9600
MICHAEL J. CONNOLLY
SECRETARY OF STATE
~ ~ ~a~t:~n~92433
January 5, 1995
TO WHOM IT MAY CONCERN:
I hereby certify that
Trustees of Boston University
appears by the records of this office to have been_ in~rporated under the General Laws of this
Commonwealth on May 26, 1869, Chapter 322 Ac~s of 1869.
I further certify that so far as appears of record here, smd corporation still has a legal
existence.
IN TESTIMONY of which, I have hereunto
affixed the Great Seal of
the Commonwealth on the
date first above written.
Secretary of State
Form C.D. 504
YBM
BK
ASSISTANT SECRETARY'S CERTIFICATE
41 PG
62
I, Todd L.C. Klipp, Assistant Secretary of Trustees of Boston University
(the "Corporation"), a non-profit corporation organized and existing under the
laws of the Commonwealth of Massachusetts, hereby certify that the
Executive Committee of the Board of Trustees of the Corporation by vote at
its meeting, duly called and held on November 16, 1993, adopted the
following resolution, which is in full force and effect and has not been
rescinded, modified or repealed:
VOTED: That Trustees of Boston University (the "Corporation") is
hereby authorized to sell the property known as Osgood Hill located in
North Andover, Massachusetts, together with the buildings and
improvements thereon, for an amount not less than Four Million
Dollars ($4,000,000); that the Treasurer and each Assistant Treasurer
of the Corporation is hereby authorized, in the name of and on behalf
of the Corporation, (i) to negotiate, execute, seal with the corporate
seal, acknowledge, deliver and/or record any and all instruments or
documents, including, without limitation, offers, option agreements,
purchase and sale agreements, and certificates, upon such terms and
conditions, consistent with this vote, as such officer in his or her sole
discretion determines to be necessary, desirable or appropriate in
order to effectuate said sale, and (ii) to take any and all further
actions as such officer in his or her sole discretion determines to be
necessary, desirable or appropriate in order to effectuate said sale;
and that any actions heretofore taken by any such officer in order to
effectuate said sale are hereby ratified and confirmed.
I further certify that Joseph P. Mercurio was on the date of said
resolution, has been since that date and is on the date hereof an Assistant
Treasurer of the Corporation.
IN WITNESS WHEREOF I hereunto set my hand and seal of the
Corporation this ]2~day of January, 1995.
Todd L.C. Klipp
Assistant Secretary of
TRUSTEES OF BOSTON UNIVERSITY
QUITCLAIM DEED
TRUSTEES OF BOSTON UNIVERSITY, a Massachusetts nonprofit
educational corporation having an address of 881 Commonwealth
Avenue, Boston, Massachusetts 02215 ("Grantor") for consideration
of Four Million Dollars ($4,000,000.00) paid grants to THE
INHABITANTS OF THE TOWN OF NORTH ANDOVER, having a mailing
address of North Andover Town Hall, 120 Main Street, North
Andover, Massachusetts 01845 with QUITCLAIM COVENANTS that
certain parcel of land, together with the buildings located
thereon, in North Andover, Essex County, Massachusetts as more
particularly described as follows:
A certain tract of land, with the buildings thereon situated,
on the Easterly side of Osgood Street in North Andover, Essex
County, Massachusetts, and shown as Parcel "A" on "Plan of a
portion of the land of Trustees u/w Nathaniel Stevens located in
North Andover, Mass." dated December 16, 1952, Ralph B. Brasseur
C.E. recorded with the Essex North Registry of Deeds as Plan No.
2606, bounded and described as follows:
Beginning on the Easterly side of said Osgood Street on land
now or fo£merly of Saltonstall and at the Southwest corner of the
premises hereby conveyed and thence running in Northerly courses
by Osgood Street to land of Greenwood; thence by the Greenwood
land and a wall Southeasterly 395 feet; thence more Easterly by
the wall 440 feet; thence Southeasterly again 135 feet to the end
of the wall in the water of the lake and on the same course in
the water 180 feet to the end of another wall also in the water;
thence following the wall and the shore and then the wall again
Southerly and Southwesterly across a small bay to the shore of
the lake (the water so far named being the artificial flowage of
the lake); thence Northeasterly, Southeasterly, Northeasterly,
Southeasterly and Southerly by the shore of the lake to a
monument by the shore; thence Southwesterly in a straight line
1879.38 feet to the Northerly corner of Parcel "B", as shown on
said plan; thence Southwesterly, more Westerly, 600 feet by said
Parcel "B" to a stake; thence Southeasterly by said Parcel "B"
160 feet to the Northerly corner of land now or formerly of said H~'
Saltonstall; thence Southwesterly by said Saltonstall land 311.90,:!'
feet to Parcel "C", as shown on said plan, thence Northerly by ~
said Parcel "C" 42.75 feet; thence Southwesterly by the same 60
feet; thence Southeasterly by the same 45.45 feet; thence
Southwesterly 117.75 feet to Osgood Street and the point of
beginning. Also including all Grantor's rights in any land under
the waters of the lake adjoining the above-described premises so
far as Grantor's title extends.
Containing 153.15 acres, more or less, and being a portion of
the premises conveyed to Nathaniel Stevens by Sam D. Stevens et
al dated April 17, 1908 and recorded with the Essex North
Registry of Deeds in Book 262, Page 6.
Together with the right to maintain the town water pipes
through other lands of Abbot Stevens and Horace N. Stevens, Jr.,
as Trustees under the will of Nathaniel Stevens (the "Trustees of
Nathaniel Steven's Estate") and lands of Abbott Stevens as the
same are now laid and used, as described in the Deed to the
Grantor hereunder dated December 26, 1952 and recorded with said
Deeds in Book 771, Page 178.
Reserving to the Trustees of Nathaniel Stevens's Estate a
right and easement over, through and under a right of way 40 feet
in width throughout its entire length along and adjacent to the
entire Southerly boundary of the herein described premises from
the lake to Osgood Street with the right to lay and maintain
water pipes and electricity lines along said right of way and
with the right to use the said way for all purposes for which
such ways are commonly used in said North Andover, as described
in the Deed to the Grantor hereunder dated December 26, 1952 and
recorded with said Deeds in Book 771, Page 178.
For Grantor's authority, see Assistant Secretary's
Certificate dated January /~, 1995 and recorded with the Essex
North Registry of Deeds herewith.
For Grantor's title reference, see Deed from Abbot xStevens
and Horace N. Stevens, Jr., Trustees under the will of Nathaniel
Stevens, dated December 26, 1952 and recorded with said Deeds in
Book 771, Page 178.
Witness my hand and seal this /~ day of January, 1995.
TRUSTEES OF BOSTON UNIVERSITY
BY:j~rcuri~
Its: Assistant Treasurer
-2-
COMMONWEALTH OF MASSACHUSETTS
Suffolk County, ss.
In ~ , in said County and State, on the /~ day
of January, 1995 before me personally appeared Joseph P.
Mercurio, the Assistant Treasurer of Trustees of Boston
University, to me known and known by me to be the person
executing the foregoing instrument for and on behalf of Trustees
of Boston University and he acknowledged said instrument, by him
executed, to be his free act and deed in his capacity as
aforesaid and the free act and deed of Trustees of Boston
University.
WP:Tart icone:NA111792 .AA2
~otarf Public
Stephen A. Williams
My commission expires:
-3-