Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
2018-12-03 Board of Selectmen Minutes
BOARD OF SELECTMEN MINUTES December 3, 2018 CALL TO ORDER: Chairman Regina Kean called the meeting to order at 7:OOPM in the Town Hall Meeting Room. The open session meeting was recorded. ATTENDANCE: The following were present: Chairman Regina Kean, Clerk Phil DeCologero, Licensing Chairman, Chris Nobile, Richard Vaillancourt, Rosemary Smedile, Town Manager Andrew Maylor, Deputy Town Manager, Meghan Jop, Assistant Town Manager, Denise Casey and Executive Assistant, Laurie Burzlaff. PLEDGE OF ALLEGIANCE PUBLIC COMMENT NONE PUBLIC HEARING Property Tax Classification The purpose of the hearing was to receive comments regarding classification and taxation of property according to use. Richard Vaillancourt made a MOTION, seconded by Phil DeCologero to open a public hearing on property tax classification. Motion approved 5-0. David Hynes, Chief Assessor, presented the information. The Board has historically allocated approximately 83%to residential and 17% to commercial. Due to the expiring debt and increase in values of condominiums, residential taxpayers for single family properties will see a decrease while condominiums will see an increase. Commercial taxpayers will see a reduction as well. The Board discussed factors between 1.36 and 1.39, all of which would reduce the single family property taxes. Will Carpenter, Vice President of Merrimack Valley Chamber of Commerce, thanked the Board for taking a fair and equitable approach to setting the rate and asked them to please consider the challenges businesses face. Richard Vaillancourt made a MOTION, seconded by Rosemary Smedile to close the public hearing on property tax classification. Motion approved 5-0. CONSENT ITEMS Vote to set property tax classification for FY19 Richard Vaillancourt suggested a 1.36 factor to give support to the businesses since residential will still be seeing a decrease as well. Phil DeCologero was concerned with changing from the factor of 1.39 which was used last year because that would mean the condominium taxpayer would have to pay even more. Chris Nobile made a MOTION, seconded by Richard Vaillancourt that the Board of Selectmen adopt a residential factor of.950700 for the purpose of classifying the FY2019 North Andover property tax rates. Motion approved 4-1. Selectmen DeCologero opposed. Request of Fire Chief William McCarthy to surplus 16 sets of Personal Protective fire fighter pear Included in the packets was a request from Fire Chief William McCarthy to surplus 16 sets of personal protective fire fighter gear. Richard Vaillancourt made a MOTION, seconded by Rosemary Smedile that the Board of Selectmen approve the request of Chief William McCarthy, to surplus 16 sets of personal protective fire fighter gear per his memorandum dated November 27, 2018. Motion approved 5-0. Request of Carol Bradstreet on behalf of the Cystic Fibrosis Foundation to use Drummond Park on Saturday, May 18, 2019 from 9:OOAM to 3:OOPM for the Great Strides Walk to Cure Cystic Fibrosis Included in the packets was a request from Carol Bradstreet of the Cystic Fibrosis Foundation to use Drummond Park on Saturday, May 18, 2019 from 9:OOAM to 3:OOPM for their annual Great Strides Walk to Cure Cystic Fibrosis. All departments reviewed and have no issues. Rosemary Smedile made a MOTION, seconded by Phil DeCologero that the Board of Selectmen approve the request of Carol Bradstreet of the Cystic Fibrosis Foundation to use Drummond Park Board of Selectmen Minutes December 3, 2018 2 on Saturday, May 18, 2019 from 9:OOAM to 3:OOPM for their Great Strides Walk to Cure Cystic Fibrosis. Motion approved 5-0. Selectman DeCologero recused himself and left his seat. Request from the North Andover Farmers Market Planning Committee to close First Street from Main Street intersection to the entrance at 15 First Street every Sunday beginning June 16, 2019 through September 29, 2019 from 7:OOAM to 3:OOPM Hillary Stasonis of 1514 Salem Street and Chris Allen of 3 Belmont Street presented the request on behalf of the Farmers Market Planning Committee to close First Street from CVS entrance to Main Street. All departments have reviewed. Richard Vaillancourt made a MOTION, seconded by Rosemary Smedile that the Board of Selectmen approve the request of the Farmers Market Planning Committee to close First Street from Main Street intersection to the entrance at 15 First Street, every Sunday beginning June 16, 2019 through September 29, 2019 from 7:OOAM to 3:OOPM, subject to requirements of the Fire Department listed in Chief McCarthy's letter dated December 3, 2018. Motion approved 4-0. Selectman DeCologero returned to his seat. APPROVAL OF MINUTES Phil DeCologero made a MOTION, seconded by Richard Vaillancourt to approve the Open Session Minutes of November 19, 2018 and November 26, 2018. Motion approved 5-0. LICENSING COMMISSIONERS: Richard Vaillancourt made a MOTION, seconded by Phil DeCologero to open a meeting of the North Andover Licensing Commission. Motion approved 5-0. Request of Bertucci's Restuarants, LLC d/b/a Bertuccis's Brick Oven Ristorante for a transfer and pledge of the all alcohol liquor license at 435 Andover Street (continued from 11/19/181 This matter was continued from the meeting on November 19th. Bertucci's Restaurant Corporation filed for bankruptcy and the assets were purchase by Bertucci's Restaurant, LLC. The outstanding water/sewer bills have been paid but the Certificate of Inspection has not been issued yet. This must be done prior to the license being renewed at the next meeting. Muriel Cabot of Devlin Law Office was present to answer any questions. Richard Vaillancourt made a MOTION, seconded by Regina Kean that the Board of Selectmen, acting as Licensing Commissioners, approve the request of Bertucci's Restaurants, LLC for transfer and pledge of the all alcohol license at 435 Andover Street. Motion approved 5-0. Request of Paul Gallant for a one day wine and malt license for athletic concessions at the Merrimack Athletic Complex on January 5, 2019 from 2:OOPM-7:OOPM Regina Kean made a MOTION, seconded by Rosemary Smedile that the Board of Selectmen, acting as Licensing Commissioners, approve the request of Paul Gallant of Merrimack College for a one day wine and malt license for athletic concessions at the Merrimack Athletic Complex on January 5, 2019 from 2:OOPM- 7:OOPM. Motion approved 5-0. Phil DeCologero made a MOTION, seconded by Rosemary Smedile to close a meeting of the North Andover Licensing Commission. Motion approved 5-0. GOVERNMENTAL REPORTS Five Year Financial Forecast The Town Manager presented his five year financial forecast. Update regarding gas restoration The Town Manager stated that 93% of gas customers have been relit. The remaining are customers that have chosen to self-mitigate or have not contacted Columbia Gas. Only 18%of the furnace/boilers were repaired, the rest were replaced. There have been a couple of minor gas leak issues. Board of Selectmen Minutes December 3, 2018 3 OLD BUSINESS None NEW BUSINESS None TOWN MANAGER'S REPORT The Town Manager explained that with the municipal aggregation program, bills will still come from National Grid and National Grid will still be providing electricity. The only thing that will be different is on the back of the bill, the supplier will now list Constellation Energy instead of National Grid. National Grid cannot make any profit on supply so they aren't concerned about who the supplier is. The letter that was sent to residents was crafted by the Department of Public Utilities. The rate is good for six months and then the town will reevaluate. Deputy Town Manager, Meghan Jop, updated the Board regarding the gift card promotion. SELECTMAN'S UPDATES/COMMENTS Chris Nobile congratulated the North Andover High School Football team for their Superbowl win. ADJOURNMENT: Phil DeCologero made a MOTION, seconded by Chris Nobile to adjourn the meeting at 9:01 p.m. Motion approved 5-0. Laurie A. Burzlaff Executive Assistant Phil DeCologero, Clerk of the Board Documents used at meeting: Tax classification memorandum Request from Fire Chief Request from CF Foundation Request from Farmers Market Committee Minutes of November 19, 2018 Minutes of November 26, 2018 Bertucci's application Request of Merrimack College Five Year Financial Forecast TOWN OF NORTH AN OVE BOARD OF SELECTMEN 120 MAIN STREET NORTH ANDOVE;R, MASSAC:HUSE;TTS O1845 Regina Kean, Chairman Phil DeCologero, Clerk TEL. (978)688-9510 Chris Nobile FAX(978) 688-9556 Rosemary Connelly Smedile Richard Vaillancourt BOARD OF SELECTMEN& LICENSING COMMISSIONERS AGENDA MONDAY,DECEMBER 3,2018 7:00 PM OPEN SESSION TOWN HALL MEETING ROOM 120 Main Street L CALL TO ORDER IL PLEDGE OF ALLEGIANCE III. PUBLIC COMMENT IV. PUBLIC HEARING A. Properly Tax Classification V. CONSENT ITEMS A. Vote to set property tax classification for FYI B. Request of Fire Chief William McCarthy to surplus 16 sets of personal protective fire fighter gear g Cystic Fibrosis Foundation to use Drummond Park on C. Request a Caro Bradstreet on behalf� o� the C Saturday,May 18,2018 from 9:OOAM to 3:OOPM for the Great Strides Walls to Cure Cystic Fibrosis D. Request from the North Andover Farmers Market Planning Committee to close First Street from Main Street intersection to the entrance at 15 First Street every Sunday beginning June 16,2019 through September 29,2019 from 7:OOAM to 3:OOPM V1. APPROVAL OF MINUTES A. November 19,2018 Open Session Minutes, as written B. November 26,2018 Open Session Minutes, as written VIL LICENSING COMMISSIONERS A. Reg tiest of Bertucci's Restiiarant_s LLC d/b/a Bertuccis's Brick Oven Ristorante for a transfer and pledge of the all alcohol liquor license at 435 Andover Street(continue(l from 11/19/18) B. Request of Paul Gallant for a one day y wine and malt license for athletic concessions at the Merrimack Athletic Complex on January 5,2019 from 2:OOPM-7:OOPM VIIL GOVERNMENTAL REPORTS A. Five Year Financial Forecast B. Update from regarding gas restoration IX. OLD BUSINESS X. NEW BUSINESS XL TOWN MANAGER'S REPORT A. Job posting/vacancy log XIL SELECTMAN'S UPDATES/COMMENTS XIIL NEXT MEETING DATE Monday,December 17,2018 XIV. ADJOURNMENT s i �PI11Gii dilm INTEROFFICE MEMORANDUM o: Board of Selectmen From: Andrew W. Maylor,Town Manager Cc: Lyne Savage, Finance Director Meghan Jop, Deputy Town Manager Denise Casey,Assistant Town Manager Date: November 29,2018 Re: Tax Classification Hearing BACKGROUND Attached are the calculations in support of the upcoming tax classification hearing. These documents were prepared by Assessor David Hynes with the assistance of Lyne Savage and myself. Please note that the Board's actions regarding this matter relate to FY19 (current year) but have no effect on any budgets since those have already been approved by Town Meeting.The result of the hearing will be determine the share of property taxes paid by each class of taxpayer. You should note that this meeting is intended to set the Residential Factor which shifts a portion of the tax levy from residential taxpayers to commercial taxpayers. A Factor of 1.0 results in no shift while a Factor of 1.39 (the FY18 Factor)would be interpreted as meaning that the commercial values would be increased by 139%of their true value.You are not directly setting tax rates, but a tax rate will result when you set a Factor and that Factor will affect the tax bill received by each class of taxpayer. In North Andover, on average a Factor of 1.0(no shift) results in residential taxpayers bearing 87.96%of the tax burden and commercial/industrial taxpayers are responsible for the other 12.04%. In FY13 the Factor voted by the board resulted in a shift of approximately 4%from residential to commercial/industrial. Meaning that in FY13 residential taxpayers carried approximately 83%(actually 83.396)of the burden and commercial/industrial increased to approximately 1796(actually 16.796).The dollar effect of that shift was to move approximately$3 million of the tax levy from the residential properties to the commercial/industrial properties. In the five fiscal years since then the Board has voted to set the Factor at whatever value would result in a similar percentage and dollar amount as shifted in FY13,approximately 83.31Y6/16.796and $3 million. FY19 Basedonthatpracdce,thedocumnentsattachedassunnea rFY1S both oft which will result in approximately the same 83.39/o/16.7%relationship approved in years past. The Factor last year was 1.39. A substantial increase in the values of Condominiums,Apartments,and Multiuse Residential properties combined with more than$1 million in expiring debt associated with a debt exclusion has resulted ina projected tax bill decrease for both the average Single Family homeowner(non-condo, non-multifamily) and the average Commercial and Industrial business owner for FY19.As a result if the Factor was reduced to 1.36 then the Single Family homeowner would still see a substantial decrease in their tax bill, but less than at 1.38 or 1.39, and the Commercial industrial business owner would see an even larger decrease than at 1.38 or 1.39 in their FY19 tax bill. However, since the Condominiums and other multiunit residential properties have increased substantially year over year,their tax bills would increase at a Factor of 1.38 or 1.39 and increase even further at 1.36. For the benefit of forwarding the discussion we have also included reports assuming a Factor of1.36. An additional report has been added to the packet this year showing the percentage increase in value for each major category of real estate and showing the percentage each major category represents of the total assessed value. The goal established by the Board for the past several years was to focus on the result of the Factor and not the Factor itself, but the Board possesses the authority to set the Factor in any way it chooses. A.W.M. " ESTIMATED PY 2019 TOTAL VALUES 12/l/2018 FY 18 RES RATE 14.53 RES 4,612,185,520 TAX LEVY FY 18 CIP RATE 21.34 C.I.P. 631,290,230 74,858,153 TOTAL UNCLASS 87.96% TAXES EST RES EST C.I.P. VALUE 5,243,475,750 LEVY % 12.04% SHIFTED FY 19 RATE FY 19 RATE RESIDENT TO RES DIFF C.I.P. DIFF RESIDENTIAL % OF FY 19 C.I.P. C. I. P. % OF 19 CIP RATE 19v618 RATE 19v818 ' FACTORI TAX LEVY TOTAL LEVY TAX LEVY LEVY 1.00 $65,845,578 87.9696 0.0000% 9,012,575 12.0496 $0 14.28 7$0.25 14.28 -7.06 1.01 $65,755,452 87.84% -0,1369% 9,102,701 12.16% $90,126 14.26 -$0.27 14.42 -$6.92 1.02 $65,665,326 87.72% -0,2737% 9,192,827 12.28% $180,252 14.24 -$0.29 14.56 -$6.78 1.03 $65,575,200 87.60% -0.4106% 9,282,953 12.40% $270,377 14.22 -$0.31 14.70 -$6.64 1.04 $65,485,075 87.48% -0.5475% 9,373,078 12.52% $360,503 14.20 -$0.33 14.85 -$6.49 1.05 $65,394,949 87.36% -0.6844% 9,463,204 12.64% $450,629 14.18 -$0.35 14.99 -$6.35 1.06 $65,304,823 87.24%° -0.8212% 9,553,330 12.76% $540,755 14.16 -$0.37 15.13 -$6.21 1.07 $65,214,697 87.12% -0.9581% 9,643,456 12.88% $630,880 14.14 -$0.39 15.28 -$6.06 1.08 $65,124,572 87.00% -1.0950% 9,733,581 13.00% $721,006 14.12 -$0.41 15.42 -$5.92 1.09 $65,034,446 86.88% -1.2319% 9,823,707 13,12% $811,132 14.10 -$0.43 15.56 -$5.78 1.10 $64,944,320 86.76% -1.3687% 9,913,833 13.24% $901,258 14.08 -$0.45 15.70 -$5.64 1.11 $64,854,194 86.64% -1.5056% 10,003,959 13.36% $991,383 14.06 -$0.47 15.85 -$5.49 1.12 $64,764,069 86.52% 1.6425% 10,094,084 13.48% $1,081,509 14.04 -$0.49 15.99 -$5.35 1.13 $64,673,943 86.40% 1.7794% 10,184,210 13.60% $1,171,635 14.02 -$0.51 16.13 -$5.21 1.14 $64,583,817 86.27% -1.9162% 10,274,336 13.73°% $1,261,761 14.00 -$0.53 16.28 -$5.06 1.15 $64,493,691 86.15% 2.0531% 10,364,462 13.85% $1,351,886 13.98 -$0.55 16.42 -$4.92 1.16 $64,403,566 86.03% -2.1900% 10,454,587 13.97% $1,442,012 13.96 -$0.57 16.56 -$4.78 1.17 $64,313,440 85.91% -2.3269% 10,544,713 14.09% $1,532,138 13.94 -$0.59 16.70 -$4.64 1.18 $64,223,314 85.79% -2.4637% 10,634,839 14.21%° $1,622,264 13.92 -$0.61 16.85 -$4.49 1.19 $64,133,188 85.67% -2.6006% 10,724,965 14.33% $1,712,389 13.91 -$0.62 16.99 -$4.35 1.20 $64,043,063 85.55% -2.7375% 10,815,090 14.45% $1,802,515 13.89 -$0.64 17.13 -$4.21 1.21 $63,952,937 85.43% -2.8744% 10,905,216 14.57% $1,892,641 13.87 -$0.66 17.27 -$4.07 a $63,862,811 85.31% -10112% 10,995,342 14.69% $1,982,767 13.85 -$0.68 17.42 -$3.92 $63,772,685 85.19% 3.1481% 11,085,468 14.81% $2,072,892 13.83 -$0.70 17.56 -$3.78 $63,682,559 85.07% 3.2850% 11,175,594 14.93% $2,163,018 13.81 -$0.72 17.70 -$3.64 $63,592,434 84.95% -3,4219% 11,265,719 15.05% $2,253,144 13.79 -$0.74 17.85 -$3.49 $63,502,308 84.83% 3,5587%0 11,355,845 15.17% $2,343,270 13.77 -$0.76 17.99 -$3.35 $63,412,182 84.71% 3.6956% 11,445,971 15.29% $2,433,395 13.75 -$0.78 18.13 -$3.21 1.28 $63,322,056 84.59% 3.8325% 11,536,097 15.41% $2,523,521 13.73 -$0.80 18.27 -$3.07 1.29 $63,231,931 84.47% -3.9694% 11,626,222 15.53% $2,613,647 13.71 -$0.82 18.42 -$2.92 1.30 $63,141,805 84.35% -4.1062% 11,716,348 15.65% $2,703,773 13.69 -$0.84 18.56 -$2.78 1.31 $63,051,679 84.23% -4.2431% 11,806,474 15.77% $2,793,898 13.67 -$0.86 18.70 -$2.64 1.32 $62,961,553 84,11% -4.3800% 11,896,600 15.69% $2,884,024 13.65 -$0.88 18.84 -$2.50 1.33 $62,871,428 83.99% -4.5169% 11,986,725 16.01% $2,974,150 13.63 -$0.90 18.99 -$2.35 1.34 $62,781,302 83.87% -4.6537% 12,076,851 16.13% $3,064,276 13.61 -$0.92 19.13 -$2.21 1.35 $62,691,176 83.75% -4.7906% 12,166,977 16.25% $3,154,401 13.59 -$0.94 19.27 -$2.07 1.36 $62,601,050 83.63% 7.9275% 12,257,103 16.37% $3,244,527 13.57 -$0.96 19.42 71.92 1.37 $62,510,925 83.51% -5.0644% 12,347,228 16.49% $3,334,653 13.55 -$0.98 19.56 -$1.78 1.38 $62,420,799 83.39% -5.2012% 12,437,354 16.61% $3,424,779 13.53 -$1A0 19.70 -$1.64 1.39 $62,330,673 83.27%, -5.3381% 12,527,480 16.730/6 $3,514,904 13.51 -$1.02 19.e4; -$1.50 1.40 $62,240,547 83.14% -5.4750% 12,617,606 16.86% $3,605,030 13.49 -$1.04 19.99 -$1.35 1.41 $62,150,422 83.02% 5.6119% 12,707,731 16.98% $3,695,156 13.48 -$1.05 20.13 -$1.21 1.42 $62,060,296 82.90% 5.7487% 12,797,857 17.10% $3,785,282 13.46 -$1.07 20.27 -$1.07 1.43 $61,970,170 82.78% 5.8856% 12,887,983 17.22% $3,875,407 13.44 -$1.09 20.42 -$0.92 1.44 $61,880,044 82,66%° -6.0225% 12,978,109 17.34% $3,965,533 13.42 -$1a11 20.56 -$0.78 1.45 $61,789,919 82.54% -6.1593% 13,068,234 17.46% $4,055,659 13.40 -$1.13 20.70 -$0.64 1.46 $61,699,793 82.42% -6,2962% 13,158,360 17.58% $4,145,785 13.38 -$1,15 20.84 -$0.50 1.47 $61,609,667 82.30% -6.4331% 13,248,486 17.70% $4,235,910 13.36 -$1.17 20.99 -$0.35 1.48 $61,519,541 82.18%° -6.5700% 13,338,612 17.82% $4,326,036 13.34 -$1.19 21.13 -$0.21 1.49 $61,429,416 82.06°l0 -6.7068°l0 13,428,737 17.94% $4,416,162 13.32 -$1.21 21.27 -$0.07 1.50 $61,339,290 81.94% -6.8437% 13,518,863 18.06% $4,506,288 13.30 -$1.23 21.41 $0.07 ESTIMATED VALUES AT 12/1/2018 % OF FY 2018 LEVY LIMIT FY 18 LEVY LIMIT 71,355,993 FROM DOR ADD 2.5% 1,783,900 FROM DOR 2.50% NEW GROWTH 1,127,627 FROM LA 13 1.58% Approved 11/19/2018 -------------------------------------------------------- -------------------------------------------------------- FY 2019 LEVY LIMIT 74,267,520 FY 2019 EXCLUDED DEBT = 590,633 FROM FY 17 DE-1 FORM 10/04/2018 -------------------------------------------------------- TOTALS = 74,858,153 MAXIMUM ALLOWABLE LEVY TOTAL FY2019 ESTIMATED VALUES: FROM Approved LA 4 @ 11/19/2018 CLASS 1 TOTAL 4,612,185,520 4,612,185,520 CIP TOTAL 631,290,230 631,290,230 ------------------------------------------------------ ------------------------------------------------------ TOTALS = 5,243,475,750 4,612,185,520 631,290,230 FY 2019 ESTIMATED LEVY = 74,858,153 SHIFT % = 1.36 LEVY SHARE LEVY SHARE WITHOUT WITH TAX CLASSIFICATION CLASSIFICATION LEVY RES PORTION = 87.96% 83.63% 62,601,050 CIP PORTION 12.04% 16.37% 12,257,103 % CHANGE FROM NON-CLASSIFIED SHARE OF LEVY FY 2019 ESTIMATED TAX RATES = RES 13.57 95.07% CIP 19.42 136.00% FY 2019 FY 2019 ESTIMATED ESTIMATED RESIDENTIAL C.I.P. TAX RATE TAX RATE 13.57 19.42 PART 2 RESIDENTIAL C.I.P. TOTAL VALUE FY 2018 ACTUAL 4,068,321,236 570,245,642 4,638,566,878 FROM 2018 RECAP FY 2019 ESTIMATED 4,612,185,520 631,290,230 5,243,475,750 TOTAL $ CHANGE = 543,864,284 61,044,588 604,908,872 % CHANGE = 13.37% 10.70% 13.04% RES CIP FY 2018 TAX RATES SHIFT 1.39 = 14.53 21.34 FY 2019 PROPOSED TAX RATE = 13.57 19.42 FY 19 PROPOSED CLASS LEVEL = 95.07% 136.00% $ DIFF IN TAX RATE FY 19 vs. FY 18 = -$0.96 -$1.92 % DIFF IN TAX RATE FY 19 vs. FY 18 = -6.59% -9.02% FY 19 11/19/2019 Factor 1.36 Res. Tax Rate $14.53 CIP Tax Rate $21.34 50, go 900 NE NO S. 17 Residential All Residential+ Comm Ind Pt Mxd Comm/Industrial. + C&I part Mixed Use&Chapter Quartile Range Res Part Mixed Use Quartile Range Land 1st Quartile Median value/tax Median Value(FY18) $1,000-$274,000 $157,800 $100-$51,000 $1,000 Tax Bill (FY18) $2,21 3 $21.34 Median Value -Y ) $100 -$283,000 $1 8,000 $100 r 5% $1,0010 (chapter land) Tax Bill (FY19) 2353 parcels $2,280 217 parcels $1 . 2 Diff. Median Value FY19-FY18 -$155,520 -$981 Diff. Tax Bill FY19-FY18 -$13 -$2 %Tax Bill Difference -0.57% -9.00% 2nd Quartile Median Value FY18) $274,000-$399,900 $342,300 $50,800-$193,200 $135,000 Tax Bill (FY18) $4,974 $2,881 Median is Value(-Y1 ) 283,300 -405,8000 317,800 $ 0,200 - 171, 00 Tax Bill FY19) 2353 arceis $ ,721 191 parcels $2,047 Diff. Median Value FY19 -FY18 $5,600 -$29,600 Diff. Tax Bill FY19-FY18 -$253 -$834 %Tax Bill Difference -5.08% -28.95% 3rd Quartile Median Value FY18) $400,000-$548,200 $473,700 $194,700-$483,900 $304,600 Tax Bill FY18) $6,883 $5,915 Median Value FY19 $405 00 =$058,000 $484,000 172,500 - _ 8-000 $260,400 Tax Bill (FY19) 2354 parcels $6,568 197 parcels $5,057 Diff. Median Value FY19-FY18 $10,300 -$44,200 Diff. Tax Bill FY19-FY18 -$315 -$858 %Tax Bill Difference -4.58% -14.51% 4th Quartile Median Value FY18 $548,400-$39,508,500 $661,650 $484,000-20,320,400 $916,300 Tax Bill FY18) $9,614 $19,554 Median Value(FY19) $55 _100-$40, 7=200 $ 8 900 $45 00-24,158,200 $863,18850 Tax Bill (FY19) 2351 parcels $9,077 196 parcels $16,776 Diff. Median Value FY19-FY18 $7,250 -$52,450 Diff. Tax Bill FY19-FY18 -$537 -$2,778 % Tax Bill Difference -5.58% -14.21% WNW- - - - a x � \ V � � ` ' \ �� '� \ N \\ 4 \\ \ \I ` = \ \` � ., MEDIAN VAL ALL RESIDEN $405,800 C sms MEDIAN C& I w/o CHAPTER $228,600 \ \ vym, Rv �v ` \ \ � ' MEDIAN C & I w/o CHAPTER $219,300 M \ \ and w/o MIXED USE v �1 \ \\ \ \ \\ y .4 S ESTIMATED VALUES AT 12/1/2018 % OF FY 2018 LEVY LIMIT FY 18 LEVY LIMIT 71,355,993 FROM DOR ADD 2.5% 1,783,900 FROM DOR 2.50% NEW GROWTH 1,127,627 FROM LA 13 1.58% Approved 11/19/2019 -------------------------------------------------------- -------------------------------------------------------- FY 2019 LEVY LIMIT 74,267,520 FY 2019 EXCLUDED DEBT = 590,633 FROM: FY18 DE-1 FORM 11/19/2018 -------------------------------------------------------- -------------------------------------------------------- TOTALS = 74,858,153 MAXIMUM ALLOWABLE LEVY TOTAL FY2019 ESTIMATED VALUES: FROM Approved LA 4 @ 11/19/2018 CLASS 1 TOTAL 4,612,185,520 4,612,185,520 CIP TOTAL 631,290,230 631,290,230 ------------------------------------------------------ ------------------------------------------------------ TOTALS = 5,243,475,750 4,612,185,520 631,290,230 FY 2019 ESTIMATED LEVY= 74,858,153 SHIFT % = 1.00 LEVY SHARE LEVY SHARE WITHOUT WITH TAX CLASSIFICATION CLASSIFICATION LEVY RES PORTION = 87.96% 87.96% 65,845,578 CIP PORTION 12.04% 12.04% 9,012,575 % CHANGE FROM NON-CLASSIFIED SHARE OF LEVY FY 2019 ESTIMATED TAX RATES = RES 14.28 100.00% CIP 14.28 100.00% FY 2019 FY 2019 ESTIMATED ESTIMATED RESIDENTIAL C.I.P. TAX RATE TAX RATE 14.28 14.28 PART 2 RESIDENTIAL C.I.P. TOTAL VALUE FY 2018 ACTUAL 4,068,321,236 570,245,642 4,638,566,878 FROM 2018 RECAP FY 2019 ESTIMATED 4,612,185,520 631,290,230 5,243,475,750 TOTAL $ CHANGE = 543,864,284 61,044,588 604,908,872 % CHANGE = 13.37% 10.70% 13.04% RES CIP FY 2018 TAX RATES SHIFT 1.39 = 14.53 21.34 FY 2019 PROPOSED TAX RATE = 14.28 14.28 FY 19 PROPOSED CLASS LEVEL = 100.00% 100.00% $ DIFF IN TAX RATE FY 19 vs. FY 18 = -$0.25 -$7.06 % DIFF IN TAX RATE FY 19 vs. FY 18 = -1.75% -33.10% ESTIMATED VALUES AT 12/1/2018 % OF FY 2018 LEVY LIMIT FY 18 LEVY LIMIT 71,355,993 FROM DOR ADD 2.5% 1,783,900 FROM DOR 2.50% NEW GROWTH 1,127,627 FROM LA 13 1.58% Approved 11/19/2018 -------------------------------------------------------- -------------------------------------------------------- FY 2019 LEVY LIMIT 74,267,520 FY 2019 EXCLUDED DEBT = 590,633 FROM FY 17 DE-1 FORM 11/19/2018 -------------------------------------------------------- -------------------------------------------------------- TOTALS = 74,858,153 MAXIMUM ALLOWABLE LEVY TOTAL FY2019 ESTIMATED VALUES: FROM Approved LA 4 @ 11/19/2018 CLASS 1 TOTAL 4,612,185,520 4,612,185,520 CIP TOTAL 631,290,230 631,290,230 ------------------------------------------------------ ------------------------------------------------------ TOTALS = 6,243,475,750 4,612,185,520 631,290,230 FY 2019 ESTIMATED LEVY = 74,858,153 SHIFT % = 1.38 LEVY SHARE LEVY SHARE WITHOUT WITH TAX CLASSIFICATION CLASSIFICATION LEVY RES PORTION = 87.96% 83.39% 62,420,799 CIP PORTION 12.04% 16.61% 12,437,354 % CHANGE FROM NON-CLASSIFIED SHARE OF LEVY FY 2019 ESTIMATED TAX RATES = RES 13.53 94.80% CIP 19.70 138.00% FY 2019 FY 2019 ESTIMATED ESTIMATED RESIDENTIAL C.I.P. TAX RATE TAX RATE 13.53 19.70 PART 2 RESIDENTIAL C.I.P. TOTAL VALUE FY 2018 ACTUAL 4,068,321,236 570,245,642 4,638,566,878 FROM 2018 RECAP FY 2019 ESTIMATEC 4,612,185,620 631,290,230 5,243,475,750 TOTAL $ CHANGE = 543,864,284 61,044,588 604,908,872 % CHANGE = 13.37% 10.70% 13.04% RES CIP FY 2018 TAX RATES SHIFT 1.39 = 14.53 21.34 FY 2019 PROPOSED TAX RATE = 13.53 19.70 FY 18 PROPOSED CLASS LEVEL = 94.80% 138.00% $ DIFF IN TAX RATE FY 19 vs. FY 18 = -$1.00 -$1.64 % DIFF IN TAX RATE FY 19 vs. FY 18 = -6.86% -7.68% FY 19 11/19/2019 Factor 1.38 Res.Tax Rate $14.53 CIP Tax Rate $21.34 INZIM Residential All Residential + Comm Ind Pt Mxd Comm/Industrial. Quartile Range Res Part Mixed Use Quartile Range + C& I part Mixed Use&Chapter Land 1st Quartile Median value/tax Median Value(FY18) $1,000-$274,000 $157,800 $100-$51,000 $1,000 Tax Bill FY18) $2,293 $21.34 Median Value(FY19) $100-$ 83 000 $1 W 0 S100 -$50,000 $1,000 chapter land Tax Bill(FY19) 2353 parcels $2,2713 218 parcels S1910 Diff. Median Value FY19-FY18 -$155,527 -$980 Diff. Tax Bill FY19-FY18 -$20 -$2 % Tax Bill Difference -0.86% -7.69% 2nd Quartile Median Value (FY18) $274,000-$399,900 $342,300 $50,800-$193,200 $135,000 Tax Bill (FY18) $4,974 $2,881 Median Value(FY 9) 283.3N -405,800 $34 .900 $5 = - 8 ,9 0 Si05.400 Tax Bill (FY19) 2353 parcels $4 g-7 191 parcels $2,076 Diff. Median Value FY19-FY18 $5,600 -$29,600 Diff. Tax Bill FY19-FY18 -$267 -$805 %Tax Bill Difference -5.36% -27.93% 3rd Quartile Median Value FY18) $400,000-$548,200 $473,700 $194,700-$483,900 $304,600 Tax Bill (FY18) $6,883 $6,001 MedianValue (FY19) 1 $405,900 -$558,000 $48 A,000 182.500 -445-1-000 $260,400 Tax Bill (FY19) 2354 parcels $6,549 197 parcels $5,130 Diff. Median Value FY19-FY18 $10,300 -$44,200 Diff, Tax Bill FY19-FY18 -$334 -$871 %Tax Bill Difference -4.86% -14.51% 4th Quartile Median Value (FY18) $548,400-$39,508,500 $661,650 $484,000 -20,320,400 $916,300 Tax Bill (FY18) $9,614 $19,554 Median Value(FY19) $558 100 =$ 0,1 7 200 $668,900 $ 5k,800-215158,200 $ 3_ 50 Tax Bill (FY19) 2361 parcels $9,050 196 parcels $17,018 Diff. Median Value FY19 -FY18 $7,250 -$52,450 Diff. Tax Bill FY19-FY18 -$564 -$2,536 % Tax Bill Difference -5.86% -12.97% FY# C �� � \ \ \\ \ \' � . a\ \ \\\ \ `\ MEDIAN VAL ALL RESIDEN $405,800 MEDIAN C& I w/o CHAPTER $228,600 `yv y vv v \\\ \ WINum ROMM \\\\ \\ MEDIAN C& I w/o CHAPTER $219,300 and w/o MIXED USE ESTIMATED VALUES AT 12/1/2018 % OF FY 2018 LEVY LIMIT FY 18 LEVY LIMIT 71,355,993 FROM DOR ADD 2.5% 1,783,900 FROM DOR 2.50% NEW GROWTH 1,127,627 FROM LA 13 1.58% Approved 11/19/2018 -------------------------------------------------------- -------------------------------------------------------- FY 2019 LEVY LIMIT 74,267,520 FY 2019 EXCLUDED DEBT = 590,633 FROM FY 17 DE-1 FORM 11/19/2018 -------------------------------------------------------- -------------------------------------------------------- TOTALS = 74,858,153 MAXIMUM ALLOWABLE LEVY TOTAL FY2019 ESTIMATED VALUES: FROKApproved LA 4 @ 11/19/2018 CLASS 1 TOTAL 4,612,185,520 4,612,185,520 CIP TOTAL 631,290,230 631,290,230 ------------------------------------------------------ ------------------------------------------------------ TOTALS = 5,243,475,750 4,612,185,520 631,290,230 FY 2019 ESTIMATED LEVY = 74,858,153 SHIFT % = 1.39 LEVY SHARE LEVY SHARE WITHOUT WITH TAX CLASSIFICATION CLASSIFICATION LEVY RES PORTION = 87.96% 83.27% 62,330,673 CIP PORTION 12.04% 16.73% 12,527,480 %CHANGE FROM NON-CLASSIFIED SHARE OF LEVY FY 2019 ESTIMATED TAX RATES = RES 13.51 94.66% CIP 19.84 139.00% FY 2019 FY 2019 ESTIMATED ESTIMATED RESIDENTIAL C.I.P. TAX RATE TAX RATE 13.51 19.84 PART 2 RESIDENTIAL C.I.P. TOTAL VALUE FY 2018 ACTUAL 4,068,321,236 570,245,642 4,638,566,878 FROM 2018 RECAP FY 2019 ESTIMATED 4,612,185,520 631,290,230 5,243,475,750 TOTAL $ CHANGE = 543,864,284 61,044,588 604,908,872 % CHANGE = 13.37% 10.70% 13.04% RES CIP FY 2018 TAX RATES SHIFT 1.39 = 14.53 21.34 FY 2019 PROPOSED TAX RATE = 13.51 19.84 FY 18 PROPOSED CLASS LEVEL = 94.66% 139.00% $ DIFF IN TAX RATE FY 19 vs. FY 18 = -$1.02 -$1.50 % DIFF IN TAX RATE FY 19 vs. FY 18 = -6.99% -7.01% FY 19 11/19/2019 Factor 1.39 Res. Tax Rate $14.53 CIP Tax Rate $21.34 \,so \, \ N `\: 0, \ \:\\ \ \\ 71\ ` .. Residential All Residential+ Comm Ind Pt Mxd Comm/Industrial. Quartile Range Res Part Mixed Use Quartile Range + C& I part Mixed Use& Chapter Land 1st Quartile Median value/tax Median Value (FY18) $1,000-$274,000 $157,800 $100-$51,000 $1,000 Tax Bill FY18 $ ,23 $21.34 Median (FY19) $100 -$283 000 $168.000 $100 -$50,000 $1,000 chapter land Tax Bill FY19) 2353 parcels $2,270 219 parcels 19,8 Diff. Median Value FY19-FY18 -$155,530 -$980 Diff. Tax Bill FY19-FY18 -$23 -$2 % Tax Bill Difference -1.01% -7.03% 2nd Quartile Median Value (FY18) $274,000-$399,900 $342,300 $50,800-$193,200 $135,000 Tax Bill FY18) $4,974 $2,881 Median Value(FYI ) 283,300 -405-800 $3 = 00 $50,200 - 1 1, 00 $105, 00 Tax Bill FY19) 2353 parcels $ ,700 191 parcels $2,091 Diff. Median Value FYI-FY18 $5,600 -$29,600 Diff. Tax Bill FY19-FY18 -$273 -$790 % Tax Bill Difference -5.50% -27.41% 3rd Quartile Median Value (FY18) $400,000-$548,200 $473,700 $194,700-$483,900 $304,600 Tax Bill (FY18) $6,883 $6,043 Median Value WY1911 $ 05, 00 F$558000 $48 ,000 12,500 48,000 ®400 Tax Bill (FYI 9) 2354 parcels $6,539 197 parcels $5,166 Diff. Median Value FYI-FY18 $10,300 -$44,200 Diff. Tax Bill FY19-FY18 -$344 -$877 %Tax Bill Difference -5.00% -14.51% 4th Quartile Median Value (FY18) $548,400-$39,508,500 $661,650 $484,000 -20,320,400 $916,300 Tax Bill (FY18) $9,614 $19,554 Median Value( 9) $55 5100 -$40 1 7, 00 $668,900 $453 00-21,158p2OO $863,850 Tax Bill (FY19) 2351 parcels $9,037 196 parcels $17,139 Diff. Median Value FYI-FY18 $7,250 -$52,450 Diff, Tax Bill FYI 9-FY18 -$577 -$2,415 % Tax Bill Difference -6.00% -12.35% Of 4y led 19 T 19) J TYI Yi 10 ` �F111 -FYI F ;1 ( � ` F1 1t MEDIAN VAL ALL RESIDEN $405 800 \ \ \ft MEDIAN C& I w/o CHAPTER 228 600 $ \t \m 1 � lk MEDIAN C& I w/o CHAPTER $219,300 and w/o MIXED USEZY �...,. EA Wt TOWN OF NORTH ANDOVER Increase in Assessed Value by Property Type Fiscal 2015 to Fiscal 2019 Average Property Type* 2015 2016 2017 2018 2019 Total Annual Inc Single Family 2.1% 2.8% 4.8% 2.1% 6.7% 18.5% 6.2% Condominium 4.0% 9.0% 4.1% 6.1% 18.0% 41.2% 13.7% Two Family 8.8% 14.3% 2.2% -5.4% 18.5% 38.4% 12.8% Three Family 11.4% 8.4% 10.8% 0.9% 24.2% 55.7% 18.6% Apartment 4.6% 5.8% 0.5% 18.9% 54.4% 84.2% 28.1% Multiuse Res -0.4% 6.9% 0.5% 3.3% 22.5% 32.8% 10.9% Commercial 0.5% 5.5% 0.8% 1.7% 6.7% 15.2% 5.1% Industrial -4.9% -0.2% 0.3% -0.2% 21.2% 16.2% 5.4% Percentage of Assessed Value to Total Assessed Value By Property Type Fiscal 2015 to Fiscal 2019 FY19 Assessed Property Type* 2015 2016 2017 2018 2019 Average Value Single Family 69.4% 68.7% 69.2% 69.1% 66.7% 68.6% 3,495,642,700 Condominium 9.1% 9.5% 9.5% 9.9% 10.6% 9.7% 553,563,200 Two Family 3.2% 3.6% 3.5% 3.2% 3.5% 3.4% 181,604,600 Three Family 0.4% 0.4% 0.5% 0.4% 0.5% 0.4% 26,263,300 Apartment 2.6% 2.6% 2.5% 2.9% 4.1% 2.9% 213,990,000 Multiuse Res 1.2% 1.3% 1.2% 1.2% 1.4% 1.3% 71,031,520 Commercial 6.2% 6.3% 6.1% 6.1% 5.9% 6.1% 307,379,500 Industrial 3.4% 3.3% 3.2% 3.1% 3.4% 3.3% 179,027,700 *Propert type not comprehensive North Andover Board of Selectmen., November 21, 2018 My name is James J Miller SR and I reside at 230 Forest St. I have been a resident of North Andover for some 54 years,and currently 33 years at my present address. My concern is the recent property classification in town, especially on my residence. In the last three years my valuation has increased by$134,000.00. 1 find this very 4jsturb"sn .After much research, I discovered at least half the homes on Forest St,the building valuation has decreased.Markedly different on my residence, up $52,100.00 and land value up$58,500.00 for a total of$110,600 increase, and a grand total of assessed value of$604,800.00. It is difficult to comprehend these current figures since nothing has changed with my property since day one. Your consideration will be much appreciated. Sincerely, -77 James J Miller SR 230 Forest St. North Andover, Ma 01845 Tel=(978)686-0156 P.S. Due to a recent medical condition I will not be able to attend the Monday meeting, but will be watching an the T.V. Merrimack valley Chamber of Commerce - ---------- Celebrating 125 Years of Service ---------- THE CHAMBER 264 Essex Street . Lawrence, MA 01840 . Phone: 978-686-0900 . Fax: 978-794-9953 klf� www.merrimackvalleychamber.com Linked®. October 30, 2018 Regina Kean Chairwoman Board of Selectmen Town of North Andover,Town Offices 120 Main Street North Andover, MA 01845 Re: Tax Classification Dear Chairwoman Kean and Members of the Board: On behalf of the Chamber of Commerce members from North Andover,please accept this letter in support of the Chamber's position that we respectfully submit, that property taxes continue to remain one of the addressable costs of doing business within North Andover. The business and industrial community within North Andover, continue to face increasing competition for retail,manufacturing jobs and services. The additional factor of the tragic gas disaster has impacted all types of businesses even more. The competition for an active downtown, manufacturing and professional services remain ever present. As such, the reduction of property taxes serves to assist these companies to remain viable and to keep literally thousands of jobs,while still paying a fair property tax. The ever rising costs to business and industry not only affect the large companies,but in nearly all cases, small and mid-size manufacturing and retail companies face even greater pressure in making payrolls and paying lease/mortgage obligations. The property tax cost is one area where a reduction can, and will, assist companies in remaining competitive and assist their continued operation, during the time of a national economic slowdown. The Chamber, in recognition of these and other related factors, respectfully request that the Town of North Andover reduce the business and industry tax classification rate. Thank you for your consideration. Very truly, ' Carpenter Vice President Cc: Town Manager Andrew Maylor TOWN OF NORTH ANDOVER, MASSACHUSETTS 060 Fire Department 795 Chickering Road, North Andover;MA 01845 Telephone 978-688-9590 Fax 978-688-9594 To:Regina Kean,Chairperson Board of Selectmen From:Chief William A. McCarthy Date:November 27, 2018 Re:Surplus PPE The Fire Department request to surplus 16 sets of Personal Protective firefighter gear to be donated to an organization that disperses fire equipment to needy fire departments outside the United States.These sets of gear are no longer in service in our department. Respectively submitted, William A. McCarthy Fire Chief Proudly Serving Since 1921 r, a, re���fl w �I AGENDA COVER MEMORANDUM To: Board of Selectmen Thru: Andrew W. Maylor From: Laurie Burzlaff, Executive Assistant Date: November 29, 2018 Re: Great Strides:A Walk to Cure Cystic Fibrosis Request from: Cystic Fibrosis Foundation Approve for: Use of Drummond Park on Saturday, May 18, 2018 from 9:OOAM-3:OOPM for Great Strides:A Walk to Cure Cystic Fibrosis Reviewed by Police Department Notes: No conditions Fire Department Notes: No conditions Public Works Notes: No conditions AG& A CYSTIC FIBROSIS FOUNDATION ADDING TOMORROWS November 15, 2019 Board of Selectmen Attention: Laurie A. Burzlaff Town Hall 120 Main Street North Andover, MA 01845 Dear Members of the Board of Selectmen, On behalf of the Cystic Fibrosis Foundation and the North Andover Walk Committee, I am requesting permission to hold Great Strides: A Walk to Cure Cystic Fibrosis at Drummond Park on Saturday, May 18, 2019. Great Strides is a circular walk, which will be held throughout the United States on the week-end of May 18-19. In 2018, the Massachusetts/Rhode Island Chapter of the Cystic Fibrosis Foundation raised $1.5 million for CF research and patient care. The North Andover walk raised $85,000. We expect approximately 250 walkers. The registration, walk and clean-up will take place between 9 AM and 3 PM. The walk committee, headed by Kim and Joel Myerson and Kim and Rob Cheevers, handles logistics and will assure that the park is left in impeccable condition. Thank you for considering our request. Sincerely, Carol M. Bradstreet Senior Director of Development 508-655-6000 Walk Committee Kim and Joel Myerson Kim and Rob Cheevers 180 Lancaster Road 106 Appleton Street MASSAG HY.IISiF"N'"4'.^^»1R9-ODE ISLAND CHAPTER 220 IVC7R11-1 MAIN S'Y-REE:I- Y:508.E95 .0000 W:FiTl'P://MA S-R1.CF.0RG SUITE 104 T 800 966,0444 E:MASS-RI d7C_,C F.ORG NAFVCK,MAO1'760 1="::50& 53.6942 INTEROFFICE MEMORANDUM DATE: November 27,2018 TO: Laurie Burzlaff,Executive Assistant FROM: Jim Stanford,Director of Public Works RE: Cystic Fibrosis Walk—May 15,2019 Request The Division of Public Works has no objection to the request from Carol Bradstreet,of the Cystic Fibrosis Foundation and North Andover Walk Committee,to hold a Cystic Fibrosis walk on May 18, 2019 as outlined in her November 151 memo request. µ ' a �»L NUKTHANDOVER Community Partnership�.. the Office of CHIEF OF POLICE Charles P.Gray Operations Division Lieutenant Daniel P. Lanen TO: Laurie Burzlaff FROM: Lieutenant Daniel P. Lanen — �— RE: Great Strides: A Walk to Cure Cystic Fibrosis DATE: November 27, 2018 Please be advised that the Walk to Cure Cystic Fibrosis has been reviewed. We do not have any issues regarding parking or traffic safety with the information provided. The area has adequate parking for the event. The sector car will be assigned if available to assist vehicular and foot traffic on May 18, 2019. 1475 Osgood Street, North Andover, Massachusetts 01845 Telephone:978-683-3168 Fax: 978-685-0249 1 1p� F TOWN OF NORTHANDOVER, MASSACHUSETTS Fire Department 795 Chickering Road, North Andover, MA 01845 Telephone 978-688-9590 Fax 978-688-9594 f o: Laurie Burzlaff November 30, 2018 From : Lt Robert Bonenfant Re: Cystic Fibrosis Walk r The Fire Department has reviewed the request by the Cystic Fibrosis Foundation and the Not Andover Walk Committee to conduct Great Strides;A Walk to Cure Cystic Fibrosis at the Drummond Park on May 19, 2019 The Fire Department has no issues with this request. Lt Robert Bonenfant All—Z4 F Fire Prevention Officer Town of North Andover Proudly serving since 1921 12/3/2018 Town of North Andover Mail-Re: Farmers Market Street Closure Nom ANDOVER pJk s chu tt Laurie Burzlaff<lburzlaff@northandoverma.gov> Re: Farmers Market Street Closure 1 message Regina Kean <rkean@northandoverma.gov> Wed, Nov 28, 2018 at 7:02 AM To: info@northandoverfarmersmarket.org Cc: Andrew Maylor<amaylor@northandoverma.gov>, Laurie Burzlaff<Iburzlaff@northandoverma.gov> Yes,we can do that. Thanks On Mon, Nov 26, 2018 at 8:59 PM North Andover Farmers Market<arr,fra@irio,tli�iri(Jo; terf arr-rie,,ryi,,,)rket.oirg>wrote: Regina- Wearing my Farmers Market hat... Would it be possible to add the following to the December 3, 2018 Board of Selectmen agenda? "Request from North Andover Farmers Market Planning Committee to close First Street from Main Street intersection to the entrance at 15 First Street every Sunday beginning June 16, 2019 through September 29, 2019 from 7:OOAM to 3:OOPM" This request in consistent with our request from this past year, however we have chosen to end the market on the last Sunday of September, instead of going until Columbus Day. (So it will be 16 weeks long for 2019). We are making this early request so that we can notify our vendors to reserve these dates on their schedules. Please let us know if you need any additional information. Thank you, Phil DeCologero https://mail.google.com/mail/u/0?ik=912b6394b7&view=pt&search=all&permth id=th read-f%3A1618250531904466367%7C msg-f%3A1618379048087... 1/1 INTEROFFICE MEMORANDUM DATE: November 28,2018 TO: Laurie Burzlaff,Executive Assistant FROM: Jim Stanford,Director of Public Works RE: Farmers Market First Street Closure Request The Division of Public Works has no objection or added requirements to the request from Phil DeCologero,of the Farmers Market Planning Committee,to close a portion of First Street every Sunday beginning June 16,2019 through September 29,2019 from 7:OOAM to 3:OOPM as outlined in his November 2611,email request. TOWN OF NORTHANDOVER, MASSACHUSETTS Fire Department v 795 Chickering Road, North Andover;MA 01845 i Telephone 978-688-9590 Fax 978-688-9594 To:Regina Kean,Chairperson Board of Selectmen From:Chief William A. McCarthy Date:December 3,2018 Re:Farmers Market 2019 The Fire Department has reviewed the request from The North Andover Farmers Market Planning Committee for the closer of First Street on Sundays from 7:00 AM until 3:00 PM beginning on June 16,2019 through September 29, 2019 and has the following requirements. • Will require access to 15 First Street,Luigi's Restaurant and the parking lot in the rear. • Will require any vendors with temporary kitchens to have proper permits for propane tanks and proper inspection documentation for extinguishers and hood cleaning. • Will do an inspection of the area at the start of the season or when new vendors are added. A site plan map should be available to the fire department prior to first farmer's market. Sincerely, William A. McCarthy Fire Chief Proudly Serving Since 1921 BOARD OF SELECTMEN MINUTES November 19, 2018 CALL TO ORDER: Chairman Regina Kean called the meeting to order at 7:OOPM in the Town Hall Meeting Room. The open session meeting was recorded. ATTENDANCE: The following were present: Chairman Regina Kean, Clerk Phil DeCologero, Licensing Chairman, Chris Nobile, Richard Vaillancourt, Rosemary Smedile, Town Manager Andrew Maylor, Deputy Town Manager, Meghan Jop, Assistant Town Manager, Denise Casey and Executive Assistant, Laurie Burzlaff. PLEDGE OF ALLEGIANCE APPROVAL OF MINUTES Phil DeCologero made a MOTION, seconded by Richard Vaillancourt, to approve the Open Session Minutes of November 5, 2018. Motion approved 4-0. Rosemary Smedile arrived at 7:05PM INTRODUCTION OF NEW STAFF MEMBERS Swearing in of Firefighter Corey Pramas Firefighter Corey Pramas successfully completed his one year probationary period and graduated from the Massachusetts Firefighting Academy. Town Clerk, Joyce Bradshaw administer the oath. PUBLIC COMMENT Stan Limpert of 43 Stonecleave Drive and a trustee at the Library,thanked Steve Foster for his help at the library during the gas crisis. Mr. Limpert also thanked Cathy Darby for her work with the library. ACCEPTANCE OF DONATIONS Donation of two boat racks from Sam Mountain (Eagle Scout oroieot) For his Eagle Scout project,Sam Mountain built 2 boat racks for use at Stevens Pond. Rick Gorman and Kelly Wray spoke about the donation. Phil DeCologero made a MOTION, seconded by Richard Vaillancourt that the Board of Selectmen accept the donation from Sam Mountain of two boat racks to be used at Steven's Pond. Motion approved 5-0. Donation of gate attendant shelter at Stevens Fond from James Keeton (Eagle Scout project) For his Eagle Scout Project, James Keeton built a gate attendant shelter for Stevens Pond. Phil DeCologero made„a MOTIOM, seconded by Richard Vaillancourt that the Board of Selectmen accept the donation from James Keeton of a gate attendant shelter to be used at Steven's Pond. Motion approved 5-0. LICENSING COMMISSIONERS Richard Vaillancourt made a MOTION, seconded by Phil DeCologero to open a meeting of the North Andover Licensing Commission. Motion approved 5-0. Request of Sodexo @DVlerrimack College for a Mobile Food Truck License Jeff Doggett, Executive Vice President at Merrimack College explained the request. Phil DeCologero made a MOTION, seconded by Regina Kean that the Board of Selectmen, acting as Licensing Commissioners, approve the request of Sodexo @Merrimack College for a Mobile Food Truck License. Motion approved 5-0. Request of Notch Brewing Company for two one day wine and malt licenses for events at the Stevens Coolidge Place on November 29, 2018 and December 6, 2018 from 4:30PM to 9:OOPM Phil DeCologero made a MOTION, seconded by Regina Kean, that the Board of Selectmen, acting as Licensing Commissioners, approve the request of Notch Brewing Company for two one day wine and malt licenses for events at Stevens Coolidge Place on November 29, 2018 and December 6, 2018 from 4:30PM-9:OOPM subject to parking limitations as has been done in the past. Motion approved 5-0. Board of Selectmen Minutes November 19, 2018 2 Request of Paul Gallant of Merrimack College for nine one day wine and malt licenses for athletic concessions at the Merrimack Athletic Complex on the following dates/times: 1. November 20, 2018 from 6:OOPM to 10:OOPM 2. December 5, 2018 from 6:OOPM to 10:OOPM 3. January 12, 2019 from 2:OOPM to 7:OOPM 4. January 19, 2019 from 2:OOPM to 7:OOPM 5. January 23, 2018 from 6:OOPM to 10:OOPM 6. January 29, 2019 from 6:OOPM to 10:OOPM 7. February 9, 2019 from 2:OOPM to 7:OOPM 8. February 20, 2019 from 6:OOPM to 10:OOPM 9. February 23, 2019 from 2:OOPM to 7:OOPM Phil DeCologero made a MOTION, seconded by Regina Kean that the Board of Selectmen, acting as Licensing Commissioners, approve the request of Paul Gallant of Merrimack College for nine one day wine and malt licenses for athletic concessions at the Merrimack Athletic Complex, as presented. Motion approved 5-0. Request of Bertucci's Restuarants, LLC d/b/a Bertuccis's Brick Oven Ristorante fora transfer and pledge of the all alcohol liquor license at 435 Andover Street The applicant requested a continuance until December 3,Z01'8. Richard Vaillancourt made a MOTION, seconded by Regina Kean that the Board of Selectmen, acting as Licensing Commissioners, continue until the next meeting the request ofBertucci's Restaurants, LLC for transfer and pledge of the all alcohol license at 435 Andover Street. Motion approved 5-0. Richard Vaillancourt made a MOTION, seconded by Regina Kean to close a meeting of the North Andover Licensing Commission. Motion approved 5-0. CONSENT ITEMS Request of Rabbi Bronstein of Chabad Lubavitch of Merrimack Valley to use of the Town Common to display a Chanukah Menorah from November 29, 2018'through December 11, 2018 Included the packets was a request from Rabbi Brownstein to display a Chanukah menorah at the Town Common from November 29, 2018 through December 11, 2018. There will be no lighting ceremony this year. Richard Vaillancourt made a MOTION, seconded by Rosemary Smedile that the Board of Selectmen approve the request of Rabbi Bronstein to display a Chanukah menorah at the Town Common from November 29, 2018 through December 11, 2018. Motion approved 5-0. Request of,the Festival Committee and North Andover Police Association to use Main Street, Water Street. Elm Street and Sutton Street for the annual Santa Parade on Saturday, November 24, 2018 from noon to 2.00PM Jeff Coco,presented the request from the Festival Committee and the North Andover Police Association to conduct the annual Santa Parade on Saturday, November 24, 2018 from noon-2:OOPM and to limit parking along the parade route. All relevant departments have reviewed the request and have no issues. Chris Nobile made a MOTION,;seconded by Phil DeCologero that the Board of Selectmen approve the request of the Festival Committee and the North Andover Police Association to conduct the annual Santa Parade on Saturday, November 24, 2018 from 12:00pm to 2:00pm and limit parking along the parade route. Motion approved 5-0. Request of the Festival Committee to use the Town Common for the annual Christmas Tree Lighting Celebration on Sunday, November 25, 2018 from 4:30PM to 6:30PM and to waive any municipal fees Jeff Coco, Chairman of the Festival Committee, explained the request to use the Town Common for the annual Christmas Tree Lighting on Sunday, November 25, 2018 from 4:30PM to 6:30PM. The Committee is also requesting the Board waive all fees and a rain date of December 2nd Phil DeCologero made a MOTION, seconded by Richard Vaillancort that the Board of Selectmen approve the request of the Festival Committee to use the Town Common for the Christmas Tree Lighting Celebration on Sunday, November 25, 2018 from 4:30PM-6:30PM and to waive all fees with a rain date of December 2, 2018. Motion approved 5-0. Board of Selectmen Minutes November 19, 2018 3 Appointments: The appointment subcommittee is recommending the Board appoint Desiree McDonough to Emergency Management and Madhu Dhar to the Sustainability Committee. Richard Vaillancourt made a MOTION, seconded by Chris Nobile that the Board of Selectmen appoint Desiree McDonough to Emergency Management for a term ending June 30, 2019. Motion approved 5-0. Richard Vaillancourt made a MOTION, seconded by Chris Nobile that the Board of Selectmen appoint Madhu Dhar to the Sustainability Committee for a term ending June 30, 2020. Motion approved 5-0. GOVERNMENTAL REPORTS Update from Old Center Historic District Commission Harry Aznoian, chairman of the Old Center Historic District Commission gave the update. Mr. Aznoian stated that most homeowners are obeying the bylaws. The Commission is looking to update the bylaws, having signage at the five entry points and investigate traffic issues Update from North Andover CAM Steve D'Onofrio, chairman of the North Andover CAM Board of Directors gave the update. They hope to finish the new space on Main Street by the end of the year and will then be looking to expand their programming. Phil DeCologero asked for information regarding the Executive Director leaving. Mr. D'Onofrio stated that he would not comment on specifies about the situation. Chairman Kean asked how they will move forward given recent organizational changes. Mr. D'Onofrio stated they will hire an interim Director. Ms. Kean also asked what process is followed for performance management. Mr. D'Onofrio stated they have yearly written reviews. Town Manager, Andrew Maylor, explained that North Andover CAM is a non-profit that receives funding from the Town and suggested that no member of the Board of Directors serve as Interim Director or apply for the permanent position. Update on gas restoration process The Town Manager urged residents to take advantage of alternate housing, especially since the temperature is dropping. Wellness checks were done for families with newborns. Mr. Maylor explained that the inspections are being handled by the state out of Andover and plumbers must pull a permit and be present for the inspection. Update on projects-Senior Center, Recreation Complex, major road projects Chairman Kean asked the Town Manager to provide Ganttt charts for the projects. Andrew Maylor stated that they had a kickoff meeting for the Senior Center and the project is expected to begin around May. The recreation complex will go to bid in February and should begin work in April. Mr. Maylor is waiting on an update from MassDOT regarding the Route 125/Mass Avenue project. The Massworks grant project on Osgood Street will begin in the spring, Mr. Maylor explained that he is working on the Facilities Master Plan II which will address renovations at the Franklin,Atkinson and Kittredge Schools and Fire Station #2. OLD BUSINESS None NEW BUSINESS None TOWN MANAGER'S REPORT The Board was provided reports from the Police, Fire and building departments and the opioid overdose report and job posting/vacancy log SELECTMAN'S UPDATES/COMMENTS Rosemary Smedile thanked the first responders for their efforts during the gas situation and thanked the community for their kindness. Board of Selectmen Minutes November 19, 2018 4 ADJOURNMENT: Richard Vaillancourt made a MOTION, seconded by Phil DeCologero to adjourn the meeting at 9:25p.m. Motion approved 5-0. Laurie A. Burzlaff Executive Assistant Phil DeCologero, Clerk of the Board Documents used at meeting: Minutes of November 5, 2018 Memorandum-Eagle Scout projects Request of Sodexo @Merrimack Request of Notch Brewing Request of Bertucci's Restaurants, LLC Request of Merrimack College Request of Rabbi Bronstein Requests of Festival Committee Appointment memorandum Police department report Fire department report Opioid overdose report Building department report Job posting/vacancy log BOARD OF SELECTMEN MINUTES November 26, 2018 CALL TO ORDER: Chairman Regina Kean called the meeting to order at 7:OOPM in the Town Hall Meeting Room. The open session meeting was recorded. ATTENDANCE: The following were present: Chairman Regina Kean, Clerk Phil DeCologero, Licensing Chairman, Chris Nobile, Richard Vaillancourt, Rosemary Smedile, Deputy Town Manager, Meghan Jop, and Executive Assistant, Laurie Burzlaff. PLEDGE OF ALLEGIANCE PUBLIC COMMENT Randy Hart of Carter Field Road and a member of the CAM Board of Directors asked the Selectmen to allow the CAM Board to continue what they are doing and to let Mr. D'Onofdo remain on Board until his term ends in June. Mr. Hart stated the decision about the Executive Director was a unanimous vote DISCUSSION Status of North Andover CAM governance Chairman Kean summarized what North Andover CAM does and stated that the Town provides funding and Selectmen have one appointment to the Board of Directors. Ms. Kean also stated-the Board was surprised by the decision regarding the Executive Director and was concerned about the lack of communication from their representative to the Board. Ms. Kean suggested the Board appoint an interim to fill the seat from today until that date the Board makes a permanent'appointment. Rosemary Smedile was concerned about removing the board member with the most experience and they should allow the current appointee's term to expire. Phil DeCologero stated there are four other members on the board with experience. Chris Nobile stated that their representative has a fiduciary responsibility to the Selectmen to keep them informed. CONSENT ITEMS Vote to remove current selectmen's appointment to North Andover CAM Board of Directors Chris Nobile made a MOTION, seconded by Phil DeCologero to remove the Board of Selectmen's current appointee to the North Andover CAM Board of Directors. Motion approved 4-1. Ms. Smedile opposed. Vote on procedure for appointmentof selectmen's appointment to North Andover CAM Board of Director Richard Vaillancourt made a MOTION, seconded by Rosemary Smedile to advertise the vacancy for two weeks, interview the week of December 101 and appoint a permanent member on December 17th. Motion approved 5-0. Vote to atmoint an interim member to North Andover CAM Board of Directors Phil DeCologero made a MOTION, seconded by Richard Vaillancourt to appoint Chris McClure as an interim member of the North Andover CAM Board of Directors until December 17, 2018. Motion approved 5-0. ADJOURNMENT: Chris Nobile made a MOTION, seconded by Phil DeCologero to adjourn the meeting at 8:02p.m. Motion approved 5-0. Laurie A. Burzlaff Executive Assistant Phil DeCologero, Clerk of the Board TOWN OF NORTH AI" DOVER. Off ICE OF TOWN CLERK 120 MAIN STREET NOW111 ANDOVER, MASSACHUSETT'S 01845 Joyce A.Bnidshaw,CMMC relephone(978)688-9501 Tqwn Clerk, FAX(978)688-9557 MEMORANDUM TO: Chris Nobile, Chairman, Licensing Commission Members of the Board of Selectmen Andrew Maylor, To Manager FROM: Suzanne M. Pelich, Asst. Town Clerk DATE: December 3, 2018 SUBJECT: Continuance of a Transfer and Pledge of License application Attached please find the application from Bertucci's Restaurants LLC., d/b/a Bertucci's Brick Oven Ristorante located at 435 Andover Street for a transfer and pledge of an all alcohol liquor license. A legal notice was published in the Eagle Tribune on November 9, 2018. Legal Counsel has reviewed. All water and sewer tax bills have been paid. The Building Department is still waiting for confirmation that the violations at the facility have been corrected so that a re-inspection.can occur at the facility. Once this happens the Fire Department will still need to do their yearly inspection. Included are the recommendation from the Police, Fire and Building Departments. Please do not hesitate to contact me if you have any questions or concerns. Thank you. 2,472 Billing Information TOWN OF NORTH ANDOVER (978)688-9570 120 MAIN STREET =BEFORE NOR ANDOVER A 01845 Reading Information 04/27/18 ` $6,313.82 978-688-9550 (978)688-9570 OFFICE HOURS ACQT1 ;X1�?4arliii,,,;,; Mon,Wed, -4:30 Tue 8-6:00,Fri 8-12:00 2140219-416723803 3/28/2018 RETAIN THIS PORTION FOR YOUR RECORDS 04/27/18 MOVING?PLEASE CALL 978-688-9570 IN ADVANCE 435 ANDOVER STREET BERTUCCPS RESTAURANT#22 155 OTIS STREET Previous Balance - NORTHBOROUGH,MA Payments Through 03/20/2018 - 01532 Adjustments/Late Charges Interest as of 4/27/2018 - Balance Forward rev etas urreut consumption Nb:a�f Cut ax tit U�tai� I)�a��t#'" Ax 4jy}�„ Reading Reading Days WATER USAGE WATER 433 2,368.15 V 1/16/17 2/14/18 SEWER 433 3,935.12 32008 32441 433 Actual 90 ADMIN FEE 1 .55 SEWER USAGE 11116/17 2n4/I8 Sub-Total 6,313.82 32008 32441 433 Actual 90 Total MESSAGE PAYMENTS SHOULD BE DE: TOWN HALL @ 120 MAIN STREET OR BY MAIL TO OUR LOCKB07C @ P,O. BOX 18 , MEDFORD, MA 02155 Water rate : First 20 units $3.80 Over 20 units $5. 55 Sewer rate : First 20 units 3 $5 .95 Over 20 units 3 $9.2 Bypass Meter Water rate: all units @ $5 . 55 PLEASE RETURN THIS PORTION WITH PAYMENTS TOWN OF NORTH ANDOVER Billing Reading 120 MAIN STREET Information Information NORTH ANDOVER MA 01845 (978)688-9550 (978)688-9570 978-688-9550 II 1I416723803 IIII r"4I>III II�I�II�I�I�III I����IIr��(III I�II1�II�I IIII��II ERV"ICE ADDRESS AC 01 T 435 ANDOVER STREET 2140219-416723803 ON OR BERTUCCI'S RESTAURANT#22 BEFORE 04/27/18 $110- $6,313.82 155 OTIS STREET NORTHBOROUGH,MA AMOUNT PAID 01532 2,472 3 3,044 04167238032018000000000000000000000402140219000000631382009 TOWN OF NORTH ANDOVER DIVISION OF PUBLIC WORKS 384 OSGOOD STREET NORTH ANDOVER, MA 01845 JIM STANFORD, DIRECTOR Timothy./® Willett Telephone(978)685-09.50 Operations Manager Fax(978) 688-9.573 WATER AND SEWER BILL Service Dates 2/14/18-4/15/18 Service Address: 435 Andover Street Account Number(s): 2140219 Fire Protection 234.00 Water $ 1,215.00 Sewer $ 2,216.03 Total $ 3,665.03 Previous Balance - GRAND TOTAL $ 3,665.03 This bill does not include the interest due at time of payment® Payments should be made to:Town of North Andover, 120 Main St., No.Andover, MA 01845 ko NORTH ANDOVER wow --•Community Partnership--- Operations Division Lieutenant Daniel P. Lanen : Suzanne Pelich FROM: Lieutenant Daniel P. Lanen Bertucci's Restaurant DATE: November 1 , 2018 Please be advised that the attached request for a Transfer of License and Pledge of License has been reviewed. The Police Department has no issues with these changes. 1475 Osgood Street, North Andover,Massachusetts 01845 Telephone:978-683-3168 Fax:978-681®1172 �•. TOWN OF NOR TH A ND 0 VER, MA SSA CHUSE TTS Fire Department :,61 795 Chickening Road, North Andover; MA 01845 46 Telephone 978-688-9590 Fax 978-688-9594 From: Deputy Chief Graham Rowe November 5, 2018 To: Suzanne Pelich Re: Bertucci's Restaurants LLC The Fire Department has reviewed the license transfer request for Bertucci's Restaurant.LLC from Bertucci's Restaurant Corp. Since this is an existing license and no new modifications to the building, we do not have any issues with this request. Graham Rowe Deputy Fire Chief North Andover Fire Department Proudly Serving Since 1921 Town of North Andover Building Department Community &Economic Development Division 120 Main Street North Andover, Massachusetts 01845 Paul Hutchins Email -phutchins)northandoverma.gov Inspector of Buildings Phone -(978) 688-9545 To : Suzanne Pelich 11/8/2018 Re : Bertucci's Restaurant 435 Andover Street North Andover, MA 01845 I have reviewed the license transfer request of Bertucci's Restaurant LLC from Bertucci's Restaurant Corporation. This is an existing license with the only change being the ownership name. No modifications to the building are being requested. The current Certificate of Inspection expired at the last day of the month of October 2018. The yearly inspection for the 2018-2019 year was conducted on August 21, 2018. The inspection report with the violations listed was emailed on August 29, 2018, September 25, 2018 and October 16, 2018 to Ms. Molly McGraw, General Manager. We are awaiting confirmation that the violations have been corrected so that a re-inspection can occur at the facility. Once re-inspected and Bertucci's passes my inspection the report is then sent to the Fire Department so they can conduct their yearly inspection. In order for both the Building Department and Fire Department to recommend the renewal of the liquor license to the Board of Selectmen a current Certificate of Inspection must be in place. Regards, AaulHutchins Inspector of Buildings The Commonwealth of Massachusetts Alcoholic Beverages Control Commission 239 Causeway Street Boston,MA 02114 www.massgovtabcc 1W RETAIL ALCOHOLIC BEVERAGES LICENSE APPLICATION MONETARY TRANSMITTAL FORM APPLICATION FOR A TRANSFER OF LICENSE APPLICATION SHOULD BE COMPLETED ON-LINE,PRINTED,SIGNED,AND SUBMITTED TO THE LOCAL LICENSING AUTHORITY. ECRT CODE:RETA Please make$200.00 payment here:https://www.paybill.com/mass/abcc/retail/ PAYMENT MUST DENOTE THE NAME OF THE LICENSEE CORPORATION,LLC,PARTNERSHIP,OR INDIVIDUAL EPAY CONFIRMATION NUMBER A.B.C.C.LICENSE NUMBER(IF AN EXISTING LICENSEE,CAN BE OBTAINED FROM THE CITY) OF82600001 ENTITY/LICENSEE NAME Bertucci's Restaurants, LLC ADDRESS 435 Andover Street CITY/TOWN North Andover I STATE MA ZIP CODE 07•945 For the following transactions (Check all that apply): ❑ New License ❑ Change of Location ❑ Change of Class(i.e.Annual/seasonal) ❑ Change Corporate Structure(Le.Corp/sic) ® Transfer of License ❑ Alteration of Licensed Premises ❑ Change of License Type fl.e.c(ub/resauranO Pledge of collateral(i.e.Ucense/Stock) ❑ Change of Manager ❑ Change Corporate Name ❑ Change of category(i.e.All Alcohol/Wine,Malt) ❑ Management/operating Agreement Change of Officers/ Change of Ownership Interest ❑ issuance/Transfer of Stock/New Stockholder ❑ Change of Hours 0 Directors/LLC Managers ❑ (LLC Members/LLP Partners, Trustees) ❑Other ❑ Change of DBA THE LOCAL LICENSING AUTHORITY MUST MAIL THIS TRANSMITTAL FORM ALONG WITH COMPLETED APPLICATION, AND SUPPORTING DOCUMENTS TO: ALCOHOLIC BEVERAGES CONTROL COMMISSION 239 CAUSEWAY STREET BOSTON, MA 02241-3396 The Commonwealth of Massachusetts Alcoholic Beverages Control Commission 239 Causeway Street Boston,MA 02119 www.mass.gov/abcc APPLICATION FOR A TRANSFER OF LICENSE Municipality North Andover 1. TRANSACTION INFORMATION Pledge of Inventory © Change of Class ® Transfer of License Z Pledge of License 0 Change of Category [] Alteration of Premises Pledge of Stock Change of License Type Change of Location 0 (§12 ONLY,e. ."dub"to"restaurant") Management/Operating Agreement ❑ Other Please provide a narrative overview of the transaction(s)being applied for.On-premises applicants should also provide a description of the intended theme or concept of the business operation.Attach additional pages,if necessary. The current licensee(the"Debtor")declared bankruptcy,and the Applicant was the successful bidder in bankruptcy and purchased the restaurant locations of the Debtor.The transaction includes the 29 remaining Bertucci's Brick Oven Ristorante restaurants in Massachusetts. 2. LICENSE CLASSIFICATION INFORMATION ON OFF-PREMISES TYPE CATEGORY CLASS rOn-Premises-12 1§12 Restaurant [All Alcoholic Beverages Annual .- - . ::�:] 3. BUSINESS ENTITY INFORMATION The entity that will be issued the license and have operational control of the premises. Current or Seller's License Number 82,600,001 FEIN F04-2iZ750 Entity Name Bertucci's Restaurants,LLC DBA Bertucci's Brick Oven Ristorante Manager of Record Mary McGraw Street Address 1435 Andover Street Phone (978)685-4498 Email cwills@bertuccis.com Add'I Phone Website httpsJ/www.bertuccis.com/ 4. DESCRIPTION OF PREMISES Please provide a complete description of the premises to be licensed,including the number of floors,number of rooms on each floor,any outdoor areas to be included in the licensed area,and total square footage.If this application alters the current premises,provide the specific changes from the last approved description. You must also submit a floor plan. Two main dining rooms on one level. Kitchen is open view of the customer. One entrance and one exit on main level. Basement for storage and office with exit. Total Sq.Footage 6500 Seating Capacity 184 Occupancy Number 1209 Number of Entrances it Number of Exits 1 Number of Floors 2 APPLICATION FOR A TRANSFER OF LICENSE S.. CURRENT OFFICERS, STOCK OR OWNERSHIP INTEREST By what means is the Transferor Entity Name Bertucci's Restaurant Corp, license being Bankruptcy transferred? List the individuals and entities of the current ownership. Attach additional pages if necessary utilizing the format below. Name of Principal Title/Position Percentage of Ownership Brian K.Wright CEO,President,Director F -� Name of Principal Title/Position Percentage of Ownership Brian P.Connell CFO,Treasurer,Secretary 0% Name of Principal Title/Position Percentac a of Ownership Christine A.Moscaritolo Assistant Secretary 0% Name of Principal Title/Position Percentage of Ownership Bertucci's Inc. Stockholder 100% Name of Principal Title/Position Percentage of Ownership F- . 6. PROPOSED OFFICERS, STOCK OR OWNERSHIP INTEREST List all individuals or entities that will have a director indirect,beneficial or financial interest in this license(E.g.Stockholders,Officers, Directors,LLC Managers,LLP Partners,Trustees etc.).Attach additional page(s)provided,if necessary,utilizing Addendum A. • The individuals and titles listed in this section must be identical to those filed with the Massachusetts Secretary of State. • The individuals identified in this section,as well as the proposed Manager of Record,must complete a CORI Release Form. • Please note the following statutory requirements for Directors and LLC Managers: On Premises(E.g.Restaurant/Club/Hotel)Directors or LLC Managers -At least 50%must be US citizens; Off Premises(Liquor Store)Directors or LLC Managers -All must be US citizens and a majority must be Massachusetts residents. • If you are a Multi-Tiered Organization,please attach a flow chart identifying each corporate interest and the individual owners of each entity as well as the Articles of Organization for each corporate entity. Every individual must be identified in Addendum A. Name of Principal Residential Address SSN DOB Thomas Avalone I F9211 Point Cypress Drive,Orlando,FL 32836 ` - I I Title and or Position Percentage of Ownershi Director/LLC Manager US Citizen MA Resident LLC Mana er,President 0% g Yes ( No (•)Yes (`Yes { No Name of Principal Residential Address SSN DOB Bruce Hawkins 1585 Chestnut Avenue,Winter Park,FL 32789 - -- Title and or Position Percentage of Ownershi Director/LLC Manager US Citizen MA Resident Treasurer 0% ('s Yes (:No {.`Yes C';No C`Yes r .No Name of Principal Residential Address SSN DOB Jeffrey Sirolly 1886 Meeting Place,Orlando,FL32814 Title and or Position Percentacie of Ownershi Director/LLC Manager US Citizen MA Resident Secretary 0% ('Yes C No (•`Yes G No (;Yes {`No Name of Principal Residential Address SSN DOB Brian Wright 272 Beechwood Street,Cohasset,MA 02025 Title and or Position Percentage of Ownershi Director/LLC Manager US Citizen MA Resident CEO �� 0% [`Yes Ce,No (•>Yes ( No (:Yes (`No 2 APPLICATION FOR A TRANSFER OF LICENSE 6. PROPOSED OFFICERS, STOCK OR OWNERSHIP INTEREST(Continued. 1 Name of Principal Residential Address SSN DOB Brian Connell F Patriot Lane,Whitman,MA 02382 C Title and or Position Percenta a of Ownershi Director/LLC Manager US Citizen MA Resident [CFO [0% { Yes (?;,No (.�Yes ( No (:,,Yes (-No Name of Principal Residential Address SSN DOB Frtucci's Holdings;LLC F155 Otis Street,North borough,MA 01532 �- 11 Title and or Position Percentage of Ownershi Director/LLC Manager US Citizen MA Resident LLC Member 100% Yes (:No [.`Yes ('-No �'Yes (:No Name of Principal Residential Address SSN DOB f Rober I.Earl F9754 Chestnut Ridge Drive,Windermere,FL 34786 ' Title and or Position Percentac a of OwnershIR Director/LLC Manager US Citizen MA Resident [See Exhibit A 100%of upper tier Y �; ( es ( No (`Yes (`-No (,,Yes I No Additional pages attached? (•`,=Yes ;No CRIMINAL HISTORY Has any individual listed in question 6,and applicable attachments,ever been convicted of a (�':Yes C'No State,Federal or Military Crime?If yes,attach an affidavit providing the details of any and all convictions. MANAGEMENT AGREEMENT Are you requesting approval to utilize a management company through a management agreement? ( Yes ( .No Please provide a copy of the management agreement. 6A. INTEREST IN AN ALCOHOLIC BEVERAGES LICENSE Does any individual or-entity identified in question 6,and applicable attachments, have any direct or indirect,beneficial or financial interest in any other license to sell alcoholic beverages? Yes ® No If yes,list in table below.Attach additional pages,if necessary,utilizing the table format below. Name License Type License Name Municipality See Exhibit B 6B. PREVIOUSLY HELD INTEREST IN AN ALCOHOLIC BEVERAGES LICENSE Has any individual or entity identified identified in question 6,and applicable attachments,ever held a director indirect,beneficial or financial interest in a license to sell alcoholic beverages,which is not presently held? Yes No If yes,list in table below.Attach additional•pages,if necessary,utilizing the table format below. Name License Type License Name Municipality See Exhibit C 3 APPLICATION FOR A TRANSFER OF LICENSE 6C.DISCLOSURE OF LICENSE DISCIPLINARY ACTION Have any of the disclosed licenses listed in question 6Aor 613 ever been suspended,revoked or cancelled? Yes Z No If yes,list in table below.Attach additional pages,if necessary,utilizing the table format below. Date of Action Name of License City Reason for suspension,revocation or cancellation See Exhibit D 7. CORPORATE STRUCTURE Entity Legal Structure LLC Date of Incorporation May 29,2018 �1 Is the Corporation publicly traded? C;Yes (9j' No State of Incorporation Florida S. OCCUPANCY OF PREMISES lease complete all fields in this section. Please provide proof of legal occupancy of the premises. • If the applicant entity owns the premises,a deed is required. • If leasing or renting the premises,a signed copy of the lease is required. • If the lease is contingent on the approval of this license,and a signed lease is not available,a copy of the unsigned lease and a letter of intent to lease,signed by the applicant and the landlord,is required. • If the real estate and business are owned by the same individuals listed in question 6, either individually or through separate business entities,a signed copy of a lease between the two entities is required. Please indicate by what means the applicant will occupy the premises Lease Landlord Name 90 Main Street RealtyTrust/L.John Dail Landlord Phone - -- Landlord Email Landlord Address 1921 Parade Road,Laconia,NH 03246 Lease Beginning Date 4,161,991 Rent per Month 127,083.33 Lease Ending Date 3,312,016 Rent per Year 324,999.96 Will the Landlord receive revenue based on percentage of alcohol sales? (,',,Yes (.`,No 9. APPLICATION CONTACT The application contact is the person who the licensing authorities should contact regarding this application. Name: Joseph H.Devlin Phone: 1617-514-2828 ext.101 Title: Attorney Email: jdevlin@deviinlawoffices.com 4 APPLICATION FOR A TRANSFER OF LICENSE 10. FINANCIAL DISCLOSURE A.Purchase Price for Real Estate $0.00 B.Purchase Price for Business Assets $26,000,000.00 C.Other(Please specify) $0.00 D.Total Cost $26,000,000.00 SOURCE OF CASH CONTRIBUTION Please provide documentation of available funds.(E.g.Bank or other Financial institution Statements,Bank Letter,etc.) Name of Contributor Amount of Contribution PHL Holdings LLC(PNC Bank Account) $7,000,000.00 Bertucci's Restaurants,LLC $6,000,000.00-assumption of existing debt Total SOURCE OF FINANCING Please provide signed financing documentation. Name of Lender Amount Type of Financing Is the lender a licensee pursuant to M.G.L.Ch.138. CIT Bank,"4'.A. $13,000,000.00 Term Loans (`Yes (: No (,Yes ( No ( Yes ( ,No (;Yes Q No FINANCIAL INFORMATION Provide a detailed explanation of the form(s)and source(s)of funding for the cost identified above. Of this$26 million,$6 million was existing debt in the form of gift cards and other liabilities that was assumed by Bertucci's Restaurants, LLC.Of the remaining$20 million,$13 million was in the form of a loan from CIT Bank NA to Bertucci's Restaurants,LLC.The remaining $7 million of the purchase price was paid in cash.The cash was paid from a PNC Bank account held by PHL Holdings,LLC.PHL is the grandparent of Bertucci's Restaurants,LLC. 11. PLEDGE INFORMATION Please provide signed pledge documentation. Are you seeking approval for a pledge?r Yes (`No Please indicate what you are seeking to pledge(check all that apply) License ❑ Stock ❑ Inventory To whom is the pledge being made? CIT Bank,N.A. 5 12. MANAGER APPLICATION A.MANAGER INFORMATION The individual that has been appointed to manage and control the licensed business and premises. r-- Proposed Manager Name Mary McGraw Date of Birth F3/6M SSN Residential Address 30 Magnolia Ave.,Haverhill,MA 01830 Email Phone 978-886-2246 Please indicate how many hours per week you intend to be on the licensed premises 40 B.CITIZENSHIP/BACKGROUND INFORMATION Are you a U.S.Citizen?* t:;Yes (`,No *Manager must be a U.S.Citizen If yes,attach one of the following as proof of citizenship US Passport,Voter's Certificate,Birth Certificate or Naturalization Papers. Have you ever been convicted of a state,federal,or military crime? ;Yes No If yes,fill out the table below and attach an affidavit providing the details of any and all convictions.Attach additional pages,if necessary, utilizing the format below. Date Municipality Charge Disposition C.EMPLOYMENT INFORMATION Please provide your employment history.Attach additional pages,if necessary,utilizing the format below. Start Date End Date Position Employer Supervisor Name 2007 Current Various Bertucci's-various locations D.PRIOR DISCIPLINARY ACTION Have you held a beneficial or financial interest in,or been the manager of,a license to sell alcoholic beverages that was subject to disciplinary action? (',,Yes (:`No If yes,please fill out the table.Attach additional pages,if necessary,utilizing the format below. Date of Action Name of License State City Reason for suspension,revocation or cancellation I hereby swear under the pains and penalties of perjury that the information I have provided in this application is true and accurate: Manager's Signatur Date 6 Commonwealth of Massachusetts Alcoholic Beverages Control Commission 239 Causeway Street,First Floor Boston,MA 02114 DEBORAH B.GOLBDBERG KIM S.GAINSBORO,ESQ TREASURER AjVD RECEIVER GENERAL CORI REQUEST FORM CAWRM'N The Alcoholic Beverages Control Commission has been certified by the Criminal History Systems Board to access conviction and pending Criminal Offender Record Information.For the purpose of approving each shareholder,owner,licensee or applicant for an alcoholic beverages license,I understand that a criminal record check will be conducted on me,pursuant to the above.The information below is correct to the best of my knowledge. ABCC LICENSE INFORMATION ABCC NUMBER: 82600001 LICENSEE NAME: Bertucci's Restaurants,LLC CITY/TOWN: North Andover OF EXISTING ucEN6En APPLICANT INFORMATION LAST NAME: McGraw FIRST NAME: Mary MIDDLE NAME: Margaret MAIDEN NAME OR ALIAS(IF APPLICABLE): n/a PLACE OF BIRTH: United Kingdom DATE OF BIRTH: 1 SSN: ID THEFT INDEX PIN(IF APPLICABLE): MOTHER'S MAIDEN NAME: McCormick DRIVER'S LICENSE#: STATE LIC.ISSUED: Massachusetts GENDER: FEMALE 71 HEIGHT: WEIGHT: 125 EYE COLOR: Brown CURRENT ADDRESS: 30 Magnolia Ave. CITY/TOWN: Haverhill STATE: MA ZIP: 01830 FORMER ADDRESS: 8 Greenvile Street Apt.1 CITY/TOWN: Haverhill STATE: MA ZIP: 01830 PRINT AND SIGN PRINTED NAME: Maly McGraw APPLICANT/EMPLOYEESIGNATUR NOTARYINFORMAT►ON On this I 111W l# 6f p Ckr*6 before me,the undersigned notary public,personally appeared Mary McGraw !� (name of document signer),proved tome through satisfactory evidence of identification,which were Al �L to be the person whose name is signed on the preceding or attached document,and acknowledged to me that(he)(she)signed it voluntarily for its stated purpose. NOT Y MATTHEW JOHN BARYON DIVISION USE ONLY m Commo molth of Mossaclulselt My Commission Expires * REQUESTIED BY: January 4, 2024 SIGNATURERI- EMPLOYEE The DUI Identify Theft Index PIN Number is to be—plated by those applicants that have been Issued an Identity Theft PIN Number by Ine DCII.Cerd6ed gentles are required to proulde all eppliants the opportunity to Include this Information to ensure the accuracy of the CORI request process. ALL CORI raqueet forms that Inearde this field are required to be sublahhd to the DUI ula mall or by fea to(617)660.0614. APPLICANT'S STATEMENT 1, Jeffrey Sirolly the: ❑sole proprietor; ❑ partner; 1Z corporate principal; LLC/LLP member Authorized Signatory Of Sertucci s Restaurants,Li.0 ; , hereby submit this application for transfer of license Name of the Entity/Corporation Transaction(s)you are applying for (hereinafter the "Application"), to the local licensing authority(the "LLA") and the Alcoholic Beverages Control Commission (the "ABCC" and together with the LLA collectively the "Licensing Authorities")for approval. I do hereby declare under the pains and penalties of perjury that I have personal knowledge of the information submitted in the Application, and as such affirm that all statement and representations therein are true to the best of my knowledge and belief. I further submit the following to be true and accurate: (1) 1 understand that each representation in this Application is material to the Licensing Authorities' decision on the Application and that the Licensing Authorities will rely on each and every answer in the Application and accompanying documents in reaching its decision; (2) 1 state that the location and description of the proposed licensed premises does not violate any requirement of the ABCC or other state law or local ordinances; (3) 1 understand that while the Application is pending, I must notify the Licensing Authorities of any change in the information submitted therein. I understand that failure to give such notice to the Licensing Authorities may result in disapproval of the Application; (4) 1 understand that upon approval of the Application, I must notify the Licensing Authorities of any change in the Application information as approved by the Licensing Authorities. I understand that failure to give such notice to the Licepsing Authorities may result in sanctions including revocation of any license for which this Application is submitted; (5) 1 understand that the licensee will be bound by the statements and representations made in the Application, including, but not limited to the identity of persons with an ownership or financial interest in the license; (6) 1 understand that all statements and representations made become conditions of the license; (7) I understand that any physical alterations to or changes to.the size.of,the area used for the safe;`delivery, storage, or consumption-of alcoholic beverages, must be reported to the Licensing Authorities and may require the prior approval of tha- Licensing Authorities; (8) 1 understand that the licensee's failure to operate the licensed premises in accordance with the stateme.nts:and representations made in the Application may result in sanctions, including the revocation of any license for which the Application was submitted; and (9) 1 understand that any false statement or misrepresentation will constitute cause for disapproval of the Application or sanctions including revocation of any license for which this Application is submitted. Signature:; r%;� fr f�F C/I ar ,' Date: S�ivJj f i Title: �Secreta 1 CamnwnweaIth of Massachusetts r. Alcoholic Beverages Control Commission �4- 239 CausewayStreet,First Floor Boston,NIA 02114 DEBORAH B.GOLBDBERG KIM S.G.AINSBORO,ESQ. TRE,ASLWER AND RECEIVER G&VERAL CORI REQUEST FORM CHAIRMAN The Alcoholic Beverages Control Commission has been certified by the Criminal History Systems Board to access conviction and pending Criminal Offender Record Information.For the purpose of approving each shareholder,owner,licensee or applicant for an alcoholic beverages license,I understand that a criminal record-heck- ,Ail I be conducted on me.pursuant to the above.The information below is correct to the best of my knowiedoc. ABCC LICENSE INFORMATION I ABCC NUMBER: 2500034 LICENSEE NAME: Sertucci's Restaurants,l.LC CITYITOWN: Andover (u E+I1571N�UGcNSEF: APPLICANTINFORMATION LAST NAME: Avalione FIRST NAME: Thomas f MIDDLE NAME: ! MAIDEN NAME OR ALIAS(IF APPLICABLE): n/a PLACE OF BIRTH: Oyster Say,NY I 7-777 DATE OF BIRTh: SSN: iD THEFT INDEX PIN(IF APPLICABLE): I I lMOTHER'S MAIDEN NAME: DRIVER'S LICENSE 4: 1 STATE LIC.ISSUED: Florida GEND=R: MALE HEIGHT: ES = { 10 WEIGHT: 170 EYE COLOR: Brown —; � 0 1 (CURRENT ADDRESS: 19211 Point Cypress Drive f I l t i CIT:'(TOWN: Orlando STATE: FL ZIP: 32836 l� 1 i F FORMER ADDRESS: 1 � I 4 C1TY/TOWN: L STATE: ZIP: PRINT AND SIGN I PRINTED NAME: Thomas Avallone I APPLICANT/EMPLOYEE SIGNATU it �4ir NOTARY INFORMATION j On this 2AA �;dz Lst 7T before me,the undersigned notary public,personally appeared Thomas Availone j � I (name_of document signer),proved to me through satisfactory evidence of identification,which werehfit/1�a-t- "� i to be the person whose name is signed on the preceding or attached document,and acknowledged to me that tny(she)signed it voluntarily for Its stated purpose. ( TAA I p't*R�P6e MARJORIE Z UNTALAN **, -,;3r MY COMMISSION#GG G*Wl DIVISION IN ONLY y EXPIRES:December 19,2020 FW B-d.W Thru Budget NotarServiees 4 AEC:VF.$TED 6Yt 'n�DCrt aena,F:Then vwea PIN NUmMr it to oe mrn9retea tN mote apyrentK that tune OeN nwaa an tyn1M Slreh .'Ir.nu,naar av sne DUI.U.F d a6 a 1 are required to promo an app6nnt.pre apportumty to,muk ma I m:or:natwn to ensure the ecaroq of:ne COlir nvutu prooem All.mt:r raWet hrnn tlor brdude the nerd ore renYked:p Oe W OrrrhSad IO tht DO rrt.—0-by!at b(617)6604614. Commonwealth of Massachusetts Alcoholic Beverages Control Commission 239 Causeupay Street,First FIoor Boston,MA 02114 DEB424H B.GOLBDBERG ItlAf S GAI:tiSBORO,ESQ. TREASURER AND RECEIPER GENERAL CORI REQUEST FORM CHAIRAIA.- 1-he-Alcoholic.Beverages Control Commission has been certified b% the Criminal History Systems Board to access conviction and pending Criminal Offender 4tecard Inforrnadon.for the purrxise of approving each shareholder.owner,licensee or applicant for an alcoholic beverages license.1 understand that a criminal record check will be conducted on me,pursuant to the above.The information below is correct to the best of m}knowledge, A8CC LICENSE INFORMATION ABCC NUMBER: 2600034 LICENSEE NAME:iBertucci's Restaurants,LLC CITY/TOWN: Andover 4 ERI671N6 Lh'EtJ<EEf L APPLICANT INFORMATION y LAST NAME: tkowksn5 ' FIRST NAME: Bruce 1 MIDDLE NAME: Frederick III 1 1 i i � MAIDEN NJ.ME C' .,;AS(IF APPLICABLE): f n/a � PLACE OF BIRTH: l Rutland,VT i i t 111 , DATE OF BIRTH: t SSN: E ID THEFT INDEX PIN(IF APPLICABLE): _ j MOTHER'S IYIAIDEN NAME: f i DRIVER'S LICENSE" lam__ __ I STATE LIC.ISSUED: F10ridd 1 I GENDER: ;MALE �� HEIGHT: IS I 1 1 WEIGHT: 210 EYE COLOR: Brown CURRENT ADDRESS: 11585 Chestnut Avenue I �C7TY!70WiV: i WinCCr Park STATE: FL ZIP: 32789 I FORMER ADDRESS: 1975 Ferry Road I1 i i CITY/TOWN: (Charlotte STATE: VT ZIP: 05445 j PRINT AND SIGN r— PRINTED NAME: Bruce Hawkins APPLICANT/EMPLOYEE SIGNATURE: q i i NOTARY INFORMATION i On thisI_ t b✓ before me,the undersigned notary public,personally ap peared Brute Hawkins f ((name of document signer),proved to me through satisfactory evidence of identification,which were 1 Ito be the person whose name is signed on the preceding or attached document,and acknowledged to me that(he) (she)signed it voluntarily for }its stated purpose. r° NOTARY ! Darr �.m rr""• MARIA L.VELEZ `�' I MY COMMISSION#GG OW16 ` EXPIRES:April 9.2021 rJ1V%SION USE ONLY a$¢,gt 6mW 71tN Notary Public Urtderw tWS The OCJI Ipt�bty rheF,trlCet pIN hvmbpr i5 W D<[pnpllled by Noie appti[anp tha[haun bpM 6wee an IaMtdy ihnf[ PIN W.ber by the DCII C—ifised.9-1 pre reWlrpe to prmddr al:1POli.-U dro OPP--Nl ro W JW.the :n'cnra:cn tp encore the• urap pt Ma CON(repuept prpceu. ALL CDR(repuast bmn ehC dduda Mir RNd ab repaired W be wlbrninpd W the OCR r aWI w by hi W(637)6604610. Commonwealth of Massachusetts Alcoholic Beverages Control Conintission 239 Causeway Street,First Floor Boston,MA 02114 - o- DEBORAH B.GOLBDBERG ICIAI S.G,41NSBORO,ESQ TREASURER A.-ND RECEIVER GE:VE&4L CORI REQUEST FORA CHAIR:NAIN The Alcoholic Beverases Control Commission has been certified by the Criminal History Systems Board to access conviction and pending Criminal Offender Record information. For the purpose of approving each shareholder.owner,licensec or applicant for an alcoholic beverages license.I understand that a criminal record check: will be conducted on me.pursuant to the above.The information below is correct to the best of my knowledge. ABCC LICENSE INFORMATION 4 ABCC NUMBER: 2600034 I LICENSEE NAME: Bertucci's Restaurants,LLC CITYf TOWN: Andover —^ t_t EtosntaG LICENSU, APPLICANT INFORMATIDN I LAST NAME: SiroHy I FIRST NAME: Jeffrey MIDDLE NAME: Charles {MAIDEN NAME OR ALIAS(IF APPLICABLE): n/a i PLACE OF BIRTH: Harrisburg,PA DATE OF BIRTH: SSN: ID THEFT INDEX PIN(IF APPLICABLE): +� t MOTHER'S MAIDEN NAME: DRIVER'S LICENSE W STATE LIC.ISSUED: Florida lGENDER: MALE j HEIGHT: !b 1 WEIGHT: 185 EYE COLOR: Blue I CURRENT ADDRESS: 11886 Meeting Place f t CITY/?OWN: 4pridnCJO } STATE: Fl zip: S2814 FORMER ADDRESS: I i CITY/TOWN: 4 STATE:� ZIP: PRINT AND SIGN (PRINTED NAME: Jeffrey Sirolly APPLLCANT.fEMPLOYEE SIGNATURE: NOTARY INFORMArION On this i 0{?i-y' a , 2T,,,j before me,the undersigned notary public,personally appeared Jeffrey Sirolly !(name of oci went signer),proved to me through satisfactory evidence of identification,which were �l'L— L46e4a se- —� i to be the person whose name is signed on the preceding or attached document,and acknowledged to me that(+le) (she)signed it voluntarily for tits stated purpose. f i NOTARY 2ot��04,�c MARJORIE Z UNTAL N + e r MY COMMISSION#GG W521 ate. EXPIRES:December 19,2020 "OF Fl.°�� Bonded Thru Budget NOW Services DIVISION USE ONLY I j ?cvUiStcG Br I } .1Li.lrtr � i .- 'Ix 7CJr aentdY TheY.'vbe.?W Nutaper.;[p pa ron,A.e or thine,vot.M.,it.Y.ntrve t—asoe6 M 16—ft TbeRI ^IA Number by—oUt.ce,w—+sondes are roquped to pmvl:e all eppbOntt Vie pppo—ly tp�ntWde th.I`` per+tiuen to cnyre Me pmu,ly or E COR.reque4 process. All CGAI re .O ferule.1nelYde this dead are l l-r—d m be mbrmaedm too 00 ua mil or by h,t to t6f'n 660Te14. Iflf Couu11011wealth of Massachusetts Alcoholic Beverages Control Conwiission 239 Causeway Street,First Floor Boston,MA 02114 DEBORAH E.GOLBDBERG KIA1 S.G.QNSBORO.ESQ. TREASURER AND RECEIVER GEIVER4L CORI REQUEST FORM C►lA1RslAiN The Alcoholic BCverag is Control Commission has teen certified by the Criminal History Systems BOard to aceess amvictic?n and pending Criminal t)ITt:nder Record Inflrmation,For the purpose or approving each sl treltolder.Owner.ticenue or applicant for an alcoholic beverages license,i undermand that a criminal record chledk will be conducted on me.puntra t to the above.The information Wow is correct to the blast of ruy knowledge. ABCC UCENSE INFORMATION ABCC NUMBER: 2600034 LICENSEE NAME: Bertucci's Restaurants,LLC CITY/TOWN: Andover Br DIS1ItlCi tICENSEEt APPUCANTINFORMATION L45T NAME: Wright FIRST NAME: Brian MIDDLE NAME: Ke1th MAIDEN NAME OR ALIAS(IF APPLICABLE}: n/a PLACE OF BIRTH Highland Park{L DATE OF BIRTH- SSN: ID THEFT INDEX PIN(IF APPLICABLE): MOTHER'S MAIDEN NAME: (� DRIVER'S LICENSE l_ STATE LIC.ISSUED: Massachusetts GENDER: MALE HEIGHT: I WEIGHT: 221) EYE COLOR: 8rown CURRENT ADDRESS: 272 Beachwood Street CCTY/TC7WM Cohot%cl STATt. MA LIP, oZo25 FORMER ADDRESS: 80 Black Rack Drive CITY/TOWN: Hingham STATE: FAA ZIP. 02043 PRINT AND SIGN PRINTED NAME: Brian Wright APPLICANTIEMPLOYEE SIGNATURE: I NOTARY INFORMATION On this [2 � kS 901 efore me,the undersigned notary public,personally appeared Brian Wright (name of document signer),proved to me through satisfactory evidence of identirication,which were I Yl A L(ee rise to be the person whose name is signed on the preceding or attached document,and acknowledged to me that{he}(she)signed it voluntarily for its stated purpose. NOTARY a1V:5?ON USE CNLY DOREEN E. KILEY Notary Public ! C0MM0WW6ALTH OF MASSACHUSETTS aecursno sr - z�uzct My Commisston Expires on ,:..eur aaru.Iv loan Iwa..vw Nwab,a to xemne.l.a t.r Ieela JpyfN.f ore n...�aa.w.awa..la[.Igiv ttrrt September 07.2023 PIN Numb"R,toe OCA Ca Uf ed erg-as r-quk'w b arw{m atl WDl"h ten mlwnaw 10 w.O.W let% Mra,rMSM SO RtfYI!Vr a[[YNIY e1 St.a COIL,tgOev plvtMf RLL COW nrpn[I laws IIW N.[hr0e llw Aala M •a WLNts W YOniwtad M rlle 001 q vWl yr Ir W b{ai))fi0.agla. Costanonrvealth of Massachusetts Alcoholic Beverages Control Commission 239 Causeruay Street,First Floor Boston,MA 02114 DEBORAR B GOLBDBERG 81,11 S GAINSBORO.ESQ. TREASURER AND RECF,IYER GENERAL CORI REQUEST FORM CRAI1rryIAN fhc Alcoholic beverages Ctmtroi Commission has been certified by the Criminal f history 5y5tems hoard to aec;w;conviction tmd pending Criminal OtTendcr Record information.For the purpose of approving each shareholder,owner.licensee or applicant for an alcoholic beverages license.I understand that a criminal record.check u tit be conducted out nic,pursuant to the above.The'infurmatinn below is correct to the hest of my knonledge. ABCC LICENSEINFORMATION ABCC NUMBER: 26"34 LICENSEE NAME: Bertucti s Restaurants,LLC CiTY/TOWN: Andover nF J7AnNG tYFdS[t) APPUCAAFT INFORMATION (� LAST NAME: Connell FIRST NAME: Brian MIDDLE NAME:IP. MAIDEN NAME OR ALIAS(IF APPLICABLE): n/a PLACE CF BIRTH: Weymouth.MA I DATE OF BIRTH: _ SSN: 10 THEFT INDEX PIN(IF APPLICABLE): I j MOTHER'S MAIDEN NAME: Walsh DRIVER'S LICENSE 9:. STATE LIC.ISSUED: Mas-sachusetts WEIGHT: 235 EYE COLOR: Brown GENDER: tvtALE HEIGHT: 6 1 CURRENT ADDRESS: 3 Patriot Lane CITY[TOWN: wNtrnan STATE: MA ZIP: 02382 FORMER ADDRESS: CITY/TOWN: � STATE: 21P; i PRINT AND SIGN PRINTED NAME: Brian P.Connell APPLICANT/EMPLOYEE SIGNATURE: NOTARY INFORMATION On this 2 0� Zp1 before me,the undersigned notary public;personally appeared Bmn P.Connell (name of document signer),proved to me through satisfactory evidence of identification,which were �, �,i GE rise- to be the person whose name is signed on the preceding or attached document,and acknowledged to me that the)(she)signed it voluntarily for its stated purpose. L_ 44 IF ARY K—�� t Q14 DOREEN E. KILEY Notary Public COMMOWaALTH OFMASSAC}IUSETTS atvrsr USf?O1VtY My Commission Expires On pmeE,rt,o• September 07,2023 r00 COW-AU+rO0Qa1aftesrr-- roe out aa..wv n.en wd«Fsr sreee.<n m s 01W.1 a t',1. wwo+r.w:a.`.sea.,now.n ke P. n..n P rianw,a Om OCR CZ ,FaKIn are n W d ra W—d.a MONO a U..aPs ..� W kck.d.Uw mbrtnaN.n M. ft.n.atenea*a.M con,apa.n wc"h Au.COO"repo¢ftww"t web"thit"d am .aw�rwwa.aa,anw.e m.ocn w..w o.nY fa mids77 dF4aKad. Commonwealth of Massachusetts Alcoholic Beverages Control Corniniissiorn 239 Catiservay Street,First Floor Boston:,AAA 02114 DF.BORAH&GOLBDBERG RI H S.GAINSBORO.ESQ TREASURER AND REMPIERGENERAL CORI,UQUEST FORM CHAIRMAN The Alcoholic Beveraacs Control Commisston has been ccrtifted by the Criminal l listur)Systems licutrd to access ctrnviction and Pending Crimtnai OfTcndcr Record lnfamtation.I-or the purpocc of appmving cacti shareiwldet.ouncr,lic ensm or applicant for an alcohnitc beverages license,t understand that a criminal record check will be conducted an me,pursuant to the ahovc.The utfomtation be*%v is correct to the hcbt of my knowledp ABCC LICENSE fNFORMATION ABCC NUMBER: 2600034 LICENSEE NAW Bertua?s Restaurants,LLC Ctry/TDWN:IAndover� +� NF Ex1n11nG:XENSMI { APPLICANT INFORMATION LAST NAME: Earl ^� FIRST NAME: Robert MIDDLE NAME: tan MAIDEN NAME OR ALIAS(IF APPLICABLE?: P. 111 PLACE OF BIRTH:1k London,United Kingdom of Great Britain DATE OF GIRT} I SSN: L I ID THEFT INDEX PIN(IF APPLICABLE); MOTHER'S MAIDEN NAME: ++11 DRIVER'S LICENSE—4:J�— STATE LIC.ISSUED: Florida GENDER: MALE HEIGHT: = {5 1 WEIGHT-. = EYE'COLOR: Brown CURRENT ADDRESS: 97S4 Chestnut Ridge Drive CITY/TOWN Windermere 57ATE: FL ZIP: 34786 i FORMER ADDRESS: CITY/TOWN: STATE:= ZIP: PRINTAN!?SIGN PRINTED NAME: Robert Earl APPLiCANTIE.MP10YEE SIGNATURE: 1 NOTAR woftMATION On this pf�l^ 0—A,A..Zri; before me,the undersigned notary public,personally appeared Robert Ead (name of document signer),proved tome through satisfactory evidence of identification,which were to be the person whose name is signed on the preceding or attached document,and acknowledged to me that(he)(she)signed it voluntarily for its stated purpose. r ; ,tYOTAR/�' o�ptY poet MARJORIE Z UNT&M OIVISI LSE ONLY * *MY COMMISSION#GG 048521 r• i� ePPc B EXPIRES:December 19,2020 1r wtsrcc oFFt. wAWThruBudgetliolarySWAM iM OU1 IdeeAdY IMn Fie DIN NumAet a b»•CwnpklN A tltatP JPPAGttt ryut hM been itWea u 10MIPq ihrry PIN Number IN the Oat Ce Vad+tn'stn ete ntpaA tP Wo.tle aC epDCPPtf IAe DPW-4 b hrrfule truf 604—AIMA 1P PNw,D enC Ou—0104 COPU tpueP PFa S% ALL CORI a 00d ftmm.Ihef iNII d'Ihk ft w PAI IrpubPdfPAw►rrtAsedbtA<OOr tL miles by to lnt6:n 6lF�61�. _ CORPORATE RESOLUTION Joe/open/!ic.niquor license&exhibit header sheets CERTIFICATE OF AUTHORITY At a meeting of the managers/members of BertuccPs Restaurants, LLC, held on August 1, 2018: y On motion duly made and seconded. it was unanimously VOTED: -To appoint the managers listed in Exhibit B as its manager or principal representative, with as full authority and control of the premises described in the license of the corporation and of the conduct of the business therein relative to the sale of all (or wine and malt, as the case may be) alcoholic beverages as the licensee itself could in any way have exercised it as if it were a natural person, resident of the Commonwealth of Massachusetts, and that a copy of this vote duly certified by the clerk of the corporation and delivered to said manager or principal representative shall constitute the written authority required by -Massachusetts General Laws Chapter 138. On motion duly made and seconded, it was unanimously VOTED: That the Secretary,Jeffrey Sirolly, is authorized on behalf of the corporation to apply to the local licensing authority for the municipalities listed on Exhibit B and the Alcoholic Beverages Control Commission for a transfer of an annual Restaurant all (or wine and malt, as the case may be alcoholic beverages license at the locations listed on Exhibit B dib/a Bertucci's Brick Oven R.istorante_ A TRUE COPY ATTEST Exhibit B Massachusetts Locations and Managers 1. Andover,Ma 90 Main Street Andover,Ma 01810 Eric Calhau,Manager 2. Beverly,Ma 27 Enon Street Beverly,Ma 01915 Charles McLean,Manager 3. Boston,MA Children's Hospital 1 Blackfan Circle Boston,Ma 02215 Daniel Howell,Manager 4. Boston,MA West Roxbury 683 VFW Parkway W. Roxbury,Ma 02467 Daniel Howell,Manager 5. Braintree,Ma 412 Franklin Street Braintree,Ma 02184 Timothy Neveu,Manager 6. Brockton,Ma Rainbow Square—Unit 1 1285 Belmont Street Brockton,Ma 02301 Alberto Barros,Manager 7. Cambridge,MA Kendall Square 799 Main Street Cambridge,Ma 02139 Cheryl Dasilva,Manager 8. Cambridge,MA Alewife Cambridge Park Drive Cambridge,Ma 02140 Sam Campbell,Manager 9. Canton,Ma Village Mall 95 Washington Street Canton,Ma 02021 Christine Moreira,Manager ClientsBemicei's-Bank uptey/Exhibits 10. Chelmsford,Ma 14 Littleton Road/Rt. 110 Chelmsford,Ma 01824 Melissa Dougherty,Manager 11. Framingham,Ma 150 Worcester Road Framingham,Ma 01702 Sam Gaucher,Manager 12. Hingham,Ma 90 Derby Street Hingham,Ma 02043 Erin Landaverde,Manager 13. Holliston,Ma 414 Washington Street Holliston,Ma 01746 Sharon Loguidice,Manager 14. Lexington,Ma 1777 Mass.Avenue Lexington,Ma 02420 James Ross,Manager 15. Mansfield Crossing,Ma 280 School Street Mansfield,Ma 02048 William Herren,Manager 16. Medford,Ma 4054 Mystic Valley Pkwy. Medford,Ma 02155 Melissa Surber,Manager 17. Needham,Ma 1257 Highland Avenue Needham,Ma 02492 Francisco Guzman,Manager 18. Newton,Ma 275 Centre Street Newton,Ma 02458 Mike Emery,Manager 19. N.Andover,Ma 435 Andover Street N.Andover,Ma 01845 Mary McGraw,Manager 20. N.Attleboro,Ma .999 S.Washington Street N.Attleboro,Ma 02760 Ryan Lenhardt,Manager Clients/BeMwci's-Banlauptcy/Ezhibits 21. Norwood,Ma 1405 Providence Hgwy. Norwood,Ma 02062 Christina Fitzgibbon,Manager 22. Peabody,Ma 15 Newbury Street W.Peabody,Ma 01960 Francisco Richiez,Manager 23. Plymouth,Ma 6 Plaza Way Plymouth,Ma 02360 Richard Mooney,Manager 24. Reading,Ma 45 Walkers Brook Drive Reading,Ma 01867 Steven Cutsumbis,Manager 25. Solomon Pond,Ma Solomon Pond Mall 601 Donald Lynch Blvd. Marlborough,Ma 01752 Christopher Parker,Manager 26. Swampscott,Ma 450 Paradise Road Swampscott,Ma 01907 Bubacar Jallow,Manager 27. Waltham,Ma 475 Winter Street Waltham,Ma 02451 Jose Rodriguez,Manager 28. Westborough,Ma 160 Turnpike Road—Rte 9 Westborough,Ma 01581 Sandra Ginsberg, Manager 29. Woburn,Ma 17 Commerce Way Woburn,Ma.01801 Chris Squillacimi,Manager Clients/Bertucbi's-Baniwptcy/Exhibiu EXHIBIT A JoelopenAic.Aiquorlicense&exhibit header sheets LIST OF EXHIBITS Transfer of an All Alcoholic Restaurant Application of Bertucci's Restaurants,LLC d/b/a Bertucci's Brick Oven Ristorante Exhibit A A-1 Chart showing-ownership structure of Bertucci's Restaurants,LLC A-2 Certificate of Organization of Bertucci's Restaurants,LLC A-3 Certificate of Organization of Bertucci's Holdings,LLC A-4 Certificate of Organization of PHL Holdings,LLC A-5 Certificate of Organization of OCS Consultants,Inc. Exhibit B- MASSACHUSETTS LICENSES IN WHICH THE APPLICANT HAS AN INTEREST Exhibit C- MASSACHUSETTS LICENSES IN WHICH THE APPLICANT HAS HAD AN INTEREST NO LONGER HELD Exhibit D- SUSPENSIONS,REVOCATIONS OR CANCELLATIONS Clients/Bertucci's-Bankruptcy/Exhibits Robert Earl Sole Shareholder 100% OCS Consultants,INC.,a FL LLC EIN:59-3618140 Robert Earl—Manager,President Thomas Avallone—Treasurer&Secretary 100% PHL Holdings,LLC,a FL LLC EIN:47-1374131 Robert Earl—Manager,President Thomas Avallone—Manager,Treasurer& Secretary 100% Bertucci's Holding,LLC,a FL LLC EIN:36-4900918 Thomas Avallone—Manager,President Bruce Hawkins—Treasurer Jeffrey Sirolly-Secretary 100% Bertucci's Restaurants,LLC,a FL LLC EIN:83-0799571 Thomas Avallone—Manager,President Bruce Hawkins—Treasurer Jeffrey Sirolly—Secretary Brian Wright—CEO Brian Connell-CFO {F 1813436.1} EXHIBIT A-2 toe/openllicJliquor license&exhibit header sheets nitle Ind vidua,name Address REAL PROPERTY THOMAS AVALLONE 14700 MILLENIA BLVD., STE 400 ORLANDO, FL 32839 USA Confidential Merger Consent Data Allowed Manufacturing View filings for this business entity: ALL FILINGS __ m Annual Report T Annual Report - Professional Application For Registration Certificate of Amendment A C 11 J• � £ View filings Comments Comments or notes associated with this business entity: i I [New searcK - MA SOC Filing Number: 201823861830 Date: 7/27/201812:46:00 PM 07/27/2018 12:49 4073527310 PAGE 03/07 William Franads U vin Se Muy of the Commonwealth One Ashburton Place,Room 1717,Boston,Massa&usems 02108-1512 Foreign Limited mobility Company .Appli+mdon for Registration {General Laws Chapter 156C,Section 48) Fedeni Ideodfimtion No.: 83-0799571 (h)The MCt wn4 of the Ittnitod liability compxmp: Bertucci's Restaurants, LLC (I b)If different,the name under which it props=to do business in ehe Commonwedch of Massachusetts (2) The luriecdoe where the lirnire4 Why company was organized: Florida 0) ';lie date ofotganization in that jurisdintion:5/29/2018 (4) The gmeml ch mew of the business the 11-had liability company proposes to do in the ComasonweW&- restaurant operations (5) Mw business addrras of iss principal WE= 4700 Mlllenla Blvd., Ste 400 Orlando, FL 32839 (6) The busimm address of its ptindpal office in the Contusonwe dth,If any: (7) The acme and bosInca address;if dI&=t from principal office location,of each manapr: Thomas Avallone 4700 Millenia Blvd.,Ste 400 Orlando, FL 32839 07/27/2016 12:49 4073527310 PAGE 04/07 i (a) The name and bwbw addres of eadr person authorized to eaecnmm ackpowledg0,Ulm and record any rcwrdalsle 1 ina=ent purporting ro affatt art inert in teal property retarded with a registry of dwds or dimict office of the W ta= NAIME ADDRESS Thomas Avaflone 4700 Millenla Blvd.,Ste 400 Oflando, FL 32839 (9) Me name and aaeet address of the resident agent is the CommomvaidL CT Corporatfon System 155 Federal Street,Suite 700 Boston,MA 02110 (10)The latest date of diasoludon,if speeitied (I 1)Additional matters: Sipzd by*at lease ant aw1mriaed oMas t4V�ilone CT Corporation System I , cesidbu agent of the a Merited llabilty company',camnr m my appointm=— a: dent agent pursuant te.,—.L.es 56C§48 (or attach resident agent`s consent hereto). 'sir#cb a arsii eaw of a darwr or groat aerrnding sawed ley,m 4Lvr or agogpro1 erb,av bariwd in/Dale am 07/27/2018 12,49 4073527310 PAGE 07/07 AM Beitupply R I S T A U R A N T July 27,2018 The Commonweakh of Massachusetts William Francis Galvin s Secretary of the Commonwealth One Ashburton Place,Room 1717 Boston,Massachusetts 02108-1512 RE: NAME CONSENT—Bertucci's Restaurants,LLC To whom it may concern: i Bertuccl's.Restaurant Corp.,a Massachusetts corporation ("'Withdrawing Entity') has converted to Bertucci's Restaurants,LLC,a Florida limited liability company(the"Company°),effective June 21, 2018. Accordingly, the Company has the requisite consent and approval of Withdrawing Entity to us e the name`Bertuccl's R urants, LLC"in its registered name in Massachusetts. SinC2r I• B an o it r c resident B ccl's Restaurant Carp. • i i 155 Otis Street•Notthborough, MA 01532•(508)351-2500 •Fax(508) 393-123-:. ' Bertucris:carq MA SOC Filing Number: 201823861830 Date: 7/27/2018 12:46:00 PM THE COMMONWEALTH OF MASSACHUSETTS I hereby certify that, upon examination of this document, duly submitted to me, it appears that the provisions of the General Laws relative to corporations have been complied with, and I hereby approve said articles; and the filing fee having been paid, said articles are deemed to have been filed with me on: July 27, 2018 12:46 PM r WILLIAM FR.ANCIS GALVIN Secretary of the Commonwealth EDIT A-3 Joe/open/liciliquor license&exhibit header shorts Electronic Articles of Organization FILED ED 8 �0 A FILED 8:00 AM July a1014 Florida Limited Liability Company Sec. tate teGne Article I The name of the Limited Liability Company is: PHI,HOLDINGS, LLC Article II The street address of the principal office of the Limited Liability Company is-. 4700 MILLENIA BLVD STE 400 ORLANDO, FL. 32839 The mailing address of the Limited Liability Company is: 4700 MILLENIA BLVD STE 400 ORLANDO, FL. 32839 Article III The name and Florida street address of the registered agent is: MICHAEL NEUKAMM 301 E. PINE STREET STE 1400 ORLANDO, FL. 32802 Having been named as registered agent and to accept service of process for the above stated limited liability company at the place designated in this certificate, I hereby accept the appointment as registered agent and agree to act in this capacity. I further agree to comply with the provisions of all statutes relating to the proper and complete performance of my duties, and I am familiar with and accept the obl ga+t.:m of my position as registered agent. Registered Agent Signature: MICHAEL NEU CAMM Article IV L14000111696 The name and address of person(s)authorized to manage LLC: FILED I y D8 :20 00 4M Title: MOR Sec. 4f'State THOMAS AVALLONE Wine 4700 MILLENIA BLVD, STE 400 ORLANDO,FL. 32839 Title: MGR ROBERT I EARL 4700 MILLENIA BLVD., STE 400 ORLANDO, FL. 32839 Signature of member or an authorized representative Electronic Signature: THOMAS AVALLONE I am the member or authorized representative submitting these Articles of Organization and affirm that the facts stated herein are true. I am aware that false information submitted in a document to the Department of State constitutes a third degree felony as provided for in s.817.155, F.S. I understand the requirement to Me an annual report between January I st and May 1st in the calendar year following formation of the LLC and every year thereafter to maintain"active" status. EXHIBIT A-5 Joe/open/lic.fiiquor license&exhibit header sheets ARTICLES OF INCORPORATION OF rn C", -� OCS CONSULTANTS,INC. . The undersigned; acting as the incorporator of OCS CONSULTA ; Ili., a ti. U1 y Florida corporation (the "Corporation"), pursuant to Chapter 607 of the Florida Statutes, hereby forms a corporation for profit under the laws of the State of Florida and adopts the following Articles of Incorporation for the Corporation: ARTICLE I-NAME The name of the Corporation is OCS CONSULTANTS,INC. The mailing address of the Corporation shall be 8669 Commodity Circle, Orlando,Florida 32819-9003. ARTICLE II-CORPORATE EXISTENCE The Corporation will exist commencing on January 1, 2000. ARTICLE III-DURATION The Corporation shall exist perpetually. ARTICLE IV-PURPOSE The Corporation is organized for the purpose of transacting any or all lawful business for which corporations may be incorporated under Chapter 607,Florida Statutes. ARTICLE V- CAPITAL STOCK The maximum number of shares of capital stock that the Corporation is authorized to issue and have outstanding at any one time is One Thousand (1,000) shares of common stock 'raving a par value of One Cent($.01)per share. ARTICLE VI-INITIAL REGISTERED OFFICE AND AGENT The street address of the initial registered office of the Corporation shall be: 201 E.Pine Street, Suite 1200 Orlando,Florida 32801 The name of the initial registered agent of the Corporation at that address shall be: Byrd F. Marshall,Jr. ARTICLE VII-INITIAL BOARD OF DIRECTORS A. The Corporation shall have one(1) director initially. The number of directors may be either increased or diminished from time to time in accordance with the Bylaws, out shall never be less than one. B. The name and address of the initial director of the Corporation is as follows: Name Street Address Robert I. Earl 8669 Commodity Circle Orlando,FL 32819-9003 ARTICLE VIII-INCORPORATOR The name and address of the person signing.these Articles is: Name Address Byrd F. Marshall,Jr. 201 East Pine Street, Suite 1200 Orlando,Florida 32801 ARTICLE IX-BYLAWS The power to adopt,alter,amend or repeal Bylaws shall be vested in the Board of Directors and the shareholders. ARTICLE X-AMENDMENT The Corporation reserves the right to amend or repeal any provisions'contained in these Articles of Incorporation, or any amendment hereto, and any right conferred upon the shareholders is subject to this reservation_ IN WITNESS WHEREOF, the undersigned incorporator has executed these Articles of Incorporation this 16th day of December, 1999. Byrd F.M Jr. Incorporator CERTMCATE OF ACCEPTANCE AS REGISTERED AGENT The undersigned,having.been named as registered agent for the above named Corporation, at the place designated in the foregoing Articles of Incorporation, hereby accepts such designation and agrees to act in such capacity, and I further agree to comply with the provisions of all statutes relative to the proper and complete performance of my duties as registered agent. I am familiar with, and accept the-duties and obligations of Section 607.0505 of the Florida Statutes. Byrd F.VbrshEdL Jr. G Fri � 5- l� F:VJSBWMr.LTDOCSCMaMT1KOAR1I MTNC.wpd -4- EXHIBIT B Joe/open/lic./liquor license&exhibit header sheets Exhibit B EXISTING LOCATIONS - Robert Earl, the ultimate, 100% owner of the licensee,is the founder and CEO of Planet Hollywood,which has locations in four states and three countries, chairman of the Planet Hollywood Resort & Casino in Las Vegas, which has locations in three countries, and chairman of Buca di Beppo Italian Restaurants,which has locations in 25 states and three countries. Other companies within the ownership chain of the applicant LLC may also hold licenses within the United States as well, however a complete list is not available. Please see the attached list of Bertucci's restaurant locations. t CI Tents/Bertucci's-Banlavptcy/Exhibits Bertucci's Licenses (current) Restaurant Name Street City State Zip Code Phone Number 2 Kendall Square 799 Main Street Cambridge MA 02138 617-661-8356 3 Holliston 414 Washington Street Holliston MA 01746 508-429-4571 8 Norwood 1405 Providence Highway Norwood MA 02062 781-762-4155 10 Woburn 17 Commerce Way Woburn MA 01801 781-933-1440 13 Hingham 90 Derby Street Hingham MA 02043 781-740-4405 15 Newton 275 Centre Street Newton MA 02458 617-244-4900 16 Braintree 412 Franklin Street Braintree MA 02184 781-849-3066 17 Alewife 5 Cambridge Park Drive Cambridge MA 02140 617-876-2200 18 Framingham 150 Worcester Road Framingham MA 01702 508-879-9161 19 Nashua 406 Amherst Street Nashua NH 03063 603-595-7244 20 Warwick 1946 Post Road Warwick RI 02886 401-732-4343 21 Peabody 15 Newbury Street West Peabody MA 01960 978-535-0969 22 North Andover 435 Andover Street North Andover MA 101845 978-685-4498 23 Salem 275 Rockingham Park BLVD Salem NH 030 j 603-890-3434 25 West Roxbury 683 VFW Parkway West Roxbury MA 02467 617-327-0898 28 Waltham 475 Winter Street Waltham MA 02451 781-684-0650 30 Swampscott 450 Paradise Road Swampscott MA 01907 781-581-6588 31 Glastonbury 2882 Main Street Glastonbury CT 06033 860-633-2225 32 Darien 54 Post Road Darien CT 06820 203-655-4299 34 Medford 4054 Mystic Valley Parkway Medford MA 02155 781-396-9933 35 Andover 90 Main Street Andover MA 101810 978-470-3939 39 Newington 2929 Berlin Turnpike Newington CT 06111 860-666-1949 41 Mount Laurel 1220 Nixon Drive Mt. Laurel NJ 08054 856-273-0400 43 Huntingdon Valley 2190 County Line Road Huntingdon Valley PA 19006 267-282-4746 44 Melville 881 Walt Whitman Road Melville NY 11747 631-427-9700 45 lWayne 523 West Lancaster Avenue Wayne PA 19087 610-293-1700 48 lWashington D.C. 2000 Pennsylvania Avenue, N.W. Washington DC 20006 202-296-2600 49 White Marsh 8130 Corporate Place Baltimore MD 21236 410-931-0900 50 Columbia 9081 Snowden River Parkway Columbia MD 21044 410-312-4800 53 Bel Air 12 Bel Air South Parkway Bel Air MD 21015 410-569-4600 59 Hazlet 2847 Highway 35 Hazlet NJ 07730 732-264-2422 60 Avon 380 West Main Street, Rte.44 Avon CT 06001 860-676-1177 66 Timonium 1818 York Road Timonium MD 21093 410-561-7000 68 Langhorne 675 Middletown Road Langhorne PA 19047 215-752-9200 69 Lexington 1777 Massachusetts Avenue Lexington MA 02420 781-860-9000 70 lChelmsford 14 Littleton Road Chelmsford MA 01824 978-250-8800 72 Springfield 6525 Frontier Drive Springfield VA 991-50 703-313-6700 87 Beverly 27 Enon Street Beverly MA 01915 978-927-6866 89 Solomon Pond 601 Donald Lynch BLVD Marlboro MA 01752 508-485-3636 90 Manchester 1500 South Willow St. Manchester NH 03106 603-668-6204 91 Plymouth Meeting 500 West Germantown Pike Plymouth Meeting PA 19462 610-397-0650 93 Marlton 515 North Route 73 Marlton NJ 08053 856-988-8070 96 Westboro 160 Turnpike Road(Rte 9) Westborough MA 01581 508-898-3074 100 Canton 95 Washington Street Canton MA 02021 781-828-9901 104 jNeedham 1257 Highland Avenue Needham MA 02492 781-449-3777 105 Wilmington 3596 Concord Pike Wilmington DE 19803 302-529-0800 107 Brockton 1285 Belmont Street Brockton MA 02301 508-584-3080 109 Christiana 201 West Main Street Newark DE 19702 302-286-6600 121 Childrens Hospital One Blackfan Circle Boston MA 02115 617-739-2492 122 Springfield Square 965 Baltimore Pike Springfield PA 19064 610-543-8079 126 Plymouth 6 Plaza Way Plymouth MA 02360 508-747-1187 127 Attleboro 999 South Washington Street North Attleboro MA 02760 508-699-2491 129 Mansfield Crossing 280 School Street Mansfield MA 02048 508-261-2371 130 1 Reading 45 Walkers Brook Drive Reading MA 01867 781-942-2001 131 Concordville 501 Byers Drive Glen Mills PA 19342 610-358-0127 135 Gloucester 625 Cross keys Road Sicklerville NJ 080AIl 856-740-9960 137 Montgomeryville 860 Bethlehem Pike North Wales PA 19454 267-498-5538 138 Bensalem 13617 Horizon Blvd Feasterville-Trevose IPA 1 19053 267-983-5416 EXHIBIT C Joe/open/lic./liquor license&exhibit header sheets Exhibit C MASSACHUSETTS LICENSES IN WHICH THE APPLICANT HAS HAD AN INTEREST PREVIOUSLY HELD Robert Earl,the ultimate, 100% owner of the licensee, is the founder and CEO of Planet Hollywood,which has locations in four states and three countries, chairman of the Planet Hollywood Resort&Casino in Las Vegas,which has locations in three countries, and chairman of Buca di Beppo Italian Restaurants, which has locations in 25 states and three countries. In Massachusetts,the prior company previously held the licenses in the attached list. A comprehensive list of previously held licenses is not available. Clients/Bertucei's-Banlvuptcy/Exhibits QGDBIT D Joe/openAic./liquor license&exhibit header sheets Exhibit D Bertucci's Corporation Violations resulting in suspension or revocation The Applicant's records indicate the following liquor violations within Massachusetts: Newton, MA—4/16/02: Service to a minor. Fine paid in lieu of suspension Framingham, MA—9/12/05: Suspension of License(9/26/05-9/28/05)Failure to Notify of Change of Manager. - Lexington, MA—4/19/06: Service to a minor. First office was a written warning. Medford, MA—8/27/09: Service to a minor. No suspension. Taunton, MA—6/29/13: Service to a minor. One day suspension. North Attleboro—2/19/17: Service to a minor. One day suspension. A comprehensive list of violations outside of Massachusetts no longer exists. Robert Earl,the ultimate, 100% owner of the licensee,is the founder and CEO of Planet Hollywood, which has locations in four states and three countries, chairman of the Planet Hollywood Resort&Casino in Las Vegas,which has locations in three countries, and chairman of Buca di Beppo Italian Restaurants, which has locations in 25 states and three countries. The Applicant assumes there may have been some of those licenses suspended for violations of alcoholic beverages regulations, but upon information and belief,none have been cancelled or revoked. Cl i entsB a rtucci's-Banic uptcy/Exhibits OOF OF US CITIZENSHIP JOdODe2Lrjic../1:GL' ,-j;cerse&eXi:, 1'1e2Le^shw"15 ' 1 �'{ � 1ra� ',�'"�`'.,.� ,,i.. k�.-^-ct..._ '+..._ -r.r' •-.:.,—...� 1-`+.�v -�..,y"v..�-.._ .�.' '.cv'-4.e,-w �.c ti.40_ rT 'k] �•Y, 5 rt frT- t*T �tf Y�r it 10 '-Y T� Ll� J l � -J ��-•`~ k U,e,� F �= 0. ANY ALTERATION VOIDS THIS TRANSCRIPT r ��L �1rk L • o'- .4nd T.+l- '"•' L ."". ." Y�'—� L.-� �:'7 �'~ � ��'�� i- �'"�j l- 3~i'l,r l ��� � '1 1.13 � _�Fe�- ( f ,rrr r�uuiil �W/r �/ rp/srrV�%I rt llf r/rr �'�� r`ui r//fir ///� / F&rr' i orrlMr�%�Gl!erlrrif �✓�IIT� //r/ ��� n�/�� /if r� rr �,�1 ��rrr �l ;� rr/ref%f�r'� r „s✓r���r „r r 1 /fir r✓/irr/%iri rira ,�, ��%/�r�0///!��rl RR � � /prre rr ��� yrz a yl,rr I rI r° �����✓��r l� l � urr��`"'r �r �r��j rl��„�.uwr �� 1/ M r r�d'D4r r r UJ � r �� �j�/.. `' r , L TITULAR u I /i�� a• .fry „�a>hl�lu'i � 9r✓� r/rq�("1'1J�'" + r/i rY a p% rWi I /lrlfy��v Ir�R/�i rH//Uufr1�//�Q I m= r r r r i „�,�i/,/1. J rrr i u !^I Y �/,��/„✓�rlrr✓I rr/r %» /� ��� i W�,.,r �il,�a„r 1� y r ✓/J�J� / r / 0 AMENDMENT TO LEASE THIS AMENDMENT TO LEASE(the"Amendment")is made as of the_day of February, 2011,by and between THOMPSON'S RESTAURANT,INC.OF NORTH ANDOVER,a Massachusetts corporation(the"Landlord")and BERTUCCI'S,INC.,a Massachusetts corporation(the"Tenant"). - WITNESSETH: WHEREAS,Landlord and Tenant entered into a Lease dated April 16, 1991 (the "Lease")for the premises located at 435 Andover Street,North Andover,Massachusetts,as more particularly described in the Lease (the"Premises");and WHEREAS,pursuant to a Notice of Option to Extend dated September 21,2010,the Tenant exercised its option to extend the Term for an additional period of five(5)years, commencing on April 16,2011 and expiring on April 15,2016 (the"First Extension Term") subject to a determination of the rent to be paid during the First Extension Term; WHEREAS,the Tenant has the additional right,pursuant to Section 2 of the Lease, to extend the Term for a second period of five(5) years,commencing on April 16,2016 and expiring on April 15,2021 (the"Second Extension Term");and WHEREAS,Landlord and Tenant desire to evidence the Base Rent to be paid during the First Extension Term and the Second Extension Term,and to set forth such other-agreements among the parties as more particularly set forth below. NOW,THEREFORE,in consideration'of the foregoing and such other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged,the parties hereby agree to amend the Lease as follows: 1. Extension Term.Landlord hereby confums that the Tetra of the Lease has been extended for the First Extension Tenn. 1 2. Payments for Extension Terms. During the period commencing on March 1, 2011 and continuing through the First Extension Term and the Second Extension Term,Base Rent shall be payable as follows: SCHEDULE OF PAYMENTS Period Fixed Annual Rent Monthly Payment March 1,2011 to $275,000.00 $22,916.67 April 15,2016 April 16,2016 to $295,000.00 $24,583.33 April 15,2021 3. Notice of Option to Exercise Second Extension Term. Paragraph 2(b)of the Lease is hereby amended to provide that Tenant's option to extend the Lease for the Second Extension Tenm shall be exercisable by Tenant giving written notice to Landlord on or before July 15,2015, the date that is at least nine(9)months prior to the expiration of the First Extension Term. 4. Notices. Section 27 of the Lease is hereby amended to delete any addresses provided and substitute in their place the Tenant's current address as follows: Bertucci's, Inc. 155 Otis Street Northborough,MA 01532-2414 _- Attn:Director of Real Estate 5. No Brokers. The Landlord and the Tenant represent and warrant to one another that they have not dealt with any person or entity in connection with the transaction contemplated hereby who or which would be entitled to a brokerage'commission, finder's fee or other similar compensation(each, a 'Broker"). The parties shall indemnify,protect and save the one another forever harmless,from and against,and reimburse the other for, any and all obligations,claims,demands,causes of action,liabilities,losses,damages,judgments,penalties and costs and expenses (including,without limitation,attorneys' and paralegals' reasonable fees) which may be imposed upon,asserted against or incurred or paid by either party,or for which either party may become obligated or liable,by reason of,on account of or in connection with a breach of the aforesaid representation and warranty. 6. Not Binding Until Executed. Neither party hereto shall be bound by the terms of this Amendment unless and until both parties have signed it. 7. Recitals,Tenant Certifications and Defined Terms. The recitals set forth in the preamble are hereby incorporated in and made a part of this Amendment. Capitalized terms 2 - used herein that are defined in the Lease and not defined herein shall have the meaning assigned to them in the Lease. Tenant certifies to Landlord that the Lease is in full force and effect,that Landlord is not in default or breach of any of Landlord's obligations under the Lease,and that as of the date hereof,Tenant has no claim against Landlord under the Lease pertaining to the Premises. 8. Ratification. Except as herein modified, all of the terms and provisions of the Lease shall remain in full force and effect. 9. Conflict of Terms: In the event of any inconsistency between the-terms and provisions of this Amendment and any term or provision of the Lease, the terms and provisions of this Amendment shall control. (Signature Page Follows) 3 IN WITNESS WHEREOF,the parties have executed this document as an instrument under seal as of the date of this Amendment. LANDLORD: THOMPSON'S RESTAURANT,INC.OF NORTH ANDOVER By: 2-Z -2,0// Stuart Thompson,President and Treasurer TENANT: BERTUCCI'S,INC. By: James K. Quackenbush,Senior Vice President of Development 4 SECOND AMENDMENT TO'LEASE THIS SECOND AMENDMENT TO LEASE(the"Amendment")is made as of the 1st day of April 2018,by and between THOMPSOW.S RESTAURANT,INC.,OF NORTH ANDOVER,a Massachusetts corporation(the"Landlord)and BERTUCCI'S,INC.,a Massachusetts corporation(the"Tenant'j. WTTNESSETH: WHEREAS,Landlord and Tenant entered into a Lease dated April 16, 1991,as amended by Amendment dated February 21,2011 (collectively,the"Lease")for the premises located at 435 Andover Street,North Andover,Massachusetts,as more particularly described in the Lease(the'"Premises"); WHEREAS,Landlord and Tenant wish to extend the term of the Lease for.an additional two(2)years,commencing on April 16,2021 and expiring on April 15,2023 (the"Extension Term"); WHEREAS,subject to the terms and conditions provided below,Landlord has agreed to reduce the Base Rent(as such term is defined in the Lease)the Tenant is required to pay under the Lease;and WAS,Landlord and Tenant desire to evidence the Extension Tenn and to set forth such other agreements among the parties as more particularly set forth below. NOW,THEREFORE, in consideration of the foregoing and such other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree to amend the Lease as follows: 1. Extension Term.Landlord hereby confirms that the Term of the Lease has been extended for the Extension Term. 2. Base Rent.,Base Rent that Tenant is required to pay under the Lease for the remainder of the current Lease Term and the Extension Term is as follows: Period Annual Base Rent Monthly Payment Current Term:April 1,2019 $275,000:00 $22,916.67 to April 15 2021 Extension Term: April 16,2021 $275,000.00 $22,916.67 to A ril 15,2023 3. Extension Option. Provided that:(i)Tenant.has not been in material default ("material"for the purpose of this Paragraph shall mean a monetary default equal to or in excess of three(3)months Base Rent in a one(1)year period)on any of the terms, conditions,and covenants of the Lease;(ii)Tenant has not assigned the Lease,other than �,ahq to a prior approved assignee or sublessee as stated in Paragraph 21 of the Lease;and,(iii) the Premises are not then subject to.a sublease.(whether the term of the sublease has. commenced or is to commence thereafter)and Tenant will not be exercising the-fights hereinafter set forth with the.intent of assigning the Lease.or subleasing an portion of the Premises,then Tenant has the right to extend the Lease Term for.one(1)five(5)year period(the"Amendment Extension Period'. The Base Rent for the Amendment Extension Period shall be at the rate of$24,583.33 per month or$295,000.00 per annum. Tenant shall.exercise the Amendment Extension Period by written notice to Landlord not less than six(6)months before the expiration of the then current Lease Term. Tenant's exercise of the Amendment Extension Period.shall be effective only if,at the time of notice and upon the effective date of the Amendment Extension Period,there is no Event of Default. Upon exercise of the Amendment Extension Period by the Tenant,the Lease shall be deemed extended for the Amendment Extension Period upon all of the:same terms and conditions of the Lease and any amendments made thereto with the exception of the.Base Rem as stipulated above. 4. No Brokers. The Landlord and the Tenant represent and warrant to one another that they have not dealt with.any person or entity in connection with the transaction contemplated hereby who or which would be entitled to a brokerage commission,finder's fee or other similar compensation(each,.a`Broker"). The parties shall indemnify, protect and save the one another forever harmless,from and against,and reimburse the other for,any and all obligations,claims,demands,causes of action,liabilities,losses, damages,judgments,penalties and.costs and expenses(including,without limitation, attorneys' and paralegals' reasonable fees)which may be imposed upon,asserted against or incurred or paid by either party,or for which either party may become obligated or liable,by reason of,on account of or in connection with a breach of the aforesaid representation and warranty. 5. Not Binding Until Executed. Neither party hereto shall be bound by the terms of this Amendment unless and until.both parties have signed it. 6.- Recitals,„Tenant Certifications and Defined Terms. The recitals set forth in the preamble are hereby incorporated in and made a part of this Amendment. Capitalized terms used herein that are defined in the Lease and not definedlerein shall have the meaning assigned to them in the Lease. Tenant and Landlord certify to one another_that the Lease is in full force and:effect and that,to their knowledge,,neither party is in default or breach of any of its obligations under the Lease,and that as of the date hereof,neither party has a claim against the other under the Lease. 7. Ratification. Except as herein modified,all of the terms and provisions'of the Lease shall remain in full force and effect., % ��/� S. Conflict of Terms: In the event of any inconsistency between the terms and provisions of this Amendment and any term or provision of the Lease,the terms and provisions of this Amendment shall control. IN WITNESS WHEREOF,the parties have executed this document&,ran instrument under seal as of the date of this Amendment. LANDLORD: THOMPSON'S RESTAURANT,INC.,OF NORTH ANDOVER ay: Name: S t�Q..- - �� �•/�S „� Title: J)re S TENANT: BERTUCCI'S,INC. By: Name: r 1 Title: P, l!vr,rrL sv )� a CFO ilk L 14 Bertucefs RESTAURANT 3une30,2015 Via Cen�fiffd AM4 ketf f rn Recvipt)?equesfed Via Qrfifled'UK-geram-Reacipi Requegea: ThonVson Restaw-ant,Inc,of North Past Coast Associates: Andover. 900 Cummins C6nter,,.Suite'202.T P.O..Box 155. Beverly,IM-A.0.191.5 NTorth Andov,�41VIA 01845-0155 AM Stuart Thompson Re;: Exercise,of Second Option;to Extend Lease Tern, Bertucci's Restaurant 435 Andover Stveejt,North-Andoyer,Massaphwtts Ladmis acid Gentlemen: This letter shall serve as nofict,pursuant. to Sections 2 and 27 of the Lease Agreen*a betweea Thompson's Restaurant. Inc. of Naith Andover and. Berwcci?s, Inc. (nfiwA Bertacci's Restatuttit Corp.) ('Bejftuof's")., dated as of April 16, 1901,as amended (the "Lease 1. that Bertucci's hereby exercises its option tQ extend the term of tbe-Lease for an additional period of five (5) years:commend4,g, on April 16, 2-016.and e.-qh-ir* On April 15,2021 (the "Second Extension Term")at the Base Rent set forth-in the Lease: Please contact me immediatel. with Any questions about t-his.notice Y of Bei=' p's e &c.ise. of its second Option to Extend, Thank yoii for your consideration. Coo pw Very truly-yours, U 'tEATUCCPS M. -TWURANTCORP. Byl, (2 Kevin Bales,Vice2rdsident Real.Mstate. and'ConStruction 155 Otis Sit(!et • Nerrthboroug g4h, MA. 01572 Fax 8) 394-Wl AMENDMENT TO LEASE THIS AMENDMENT TO LEASE (the "Amendment")is made as of the ^day of February, 2011,by and between THOMPSON'S RESTAURANT, INC. OF NORTH ANDOVER, a Massachusetts corporation(the"Landlord")and BERTUCCI'S,INC., a Massachusetts corporation(the"Tenant"). WITNESSETH: WHEREAS,Landlord and Tenant entered into a Lease dated April 16, 1991 (the "Lease")for the premises located at 435 Andover Street,North Andover,Massachusetts, as more particularly described in the Lease (the"Premises"); and WHEREAS,pursuant to a Notice of Option to Extend dated September 21, 2010, the j Tenant exercised,its option to extend the Term f9r.an.additional period of five(5)years,, commencing on April 16i 2011 and:expiring on April 15 2016(the "First Extension Term') subject to a detenn nation of the 'rent to be paid during the'First Extension Tenn; WHEREAS,the Tenant has the additional right,pursuant to Section 2 of the Lease, to extend the Term for a second period of five(5) years,commencing on April 16,2016 and expiring on April 15, 2021 (the"Second Extension Teim'j; and WHEREAS,Landlord and Tenant desire to evidence the Base Rent to be paid during the First Extension Term and the Second Extension Tenn, and to set forth such other agreements among the parties as more particularly set forth below. NOW,THEREFORE, in consideration of the foregoing and such other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree to amend the Lease as follows: 1. Extension Term. Landlord hereby confirms that the Term of the Lease has been extended for the First Extension Tenn. 1 2. Payments for Extension Terms, During the period commencing on March 1, 2011 and continuing through the First Extension Term and the Second Extension Term,Base Rent shall be payable as follows: SCHEDULE OF PAYINIENTS eri d Fixed Annual Rent Monthly Payment March 1,2011 to $275,000.00 $22,916.67 April 15,2016 April 16,2016 to S295,000.00 S24,583.33 April 15,2021 3. Notice of Option to Exercise Second Extension Term. Paragraph 2(b)of the Lease is hereby amended,to provide thatTenant's option to extend the Lease for the.Second Extension Term shall be exercisable by Tenant giving written notibe:to Landlord on or before July 15,2015,the date that is at least nine(9)months prior to the expiration of the First Extension Term. i 4. Notices. Section 27 of the Lease is hereby amended to delete any addresses provided and substitute in their place the Tenant's current address as follows: Bertuepi's, Inc. 155 Otis Street Northborough, MA 0 153 2-2414 Attn: Director of Real Estate 5. No Brokers., The Landlord and the Tenant represent and warrant to one another that they have not dealt with any person or entity in connection with the transaction contemplated hereby who or which would be entitled to a brokerage commission, finder's fee or other similar compensation(each, a "Broker"). The parties shall indemnify, protect and save the one another forever harmless, from and against,and reimburse the other for, any and all obligations,claims,demands, causes of action, liabilities, losses, damages,judgments,penalties and costs and expenses(including,without limitation, attorneys' and paralegals' reasonable fees)which may be imposed upon, asserted against or incurred or paid by either party, or for which either party may become obligated or liable, by reason of, on account of or in connection with a breach of the aforesaid representation and warranty. 6. Not Binding Until Executed. Neither party hereto shall be bound by the terms of this Amendment unless and until both parties have signed it. 7. Recitals Tenant Certifications and Defined Terms. The recitals set forth in the preamble are hereby incorporated in and.made a part of this Amendment. Capitalized terms 2 used herein that are defined in the Lease and not defined herein shall have the meaning assigned to them in the Lease. Tenant certifies to Landlord that the Lease is in full force and effect, that Landlord is not in default or breach of any of Landlord's obligations under the Lease,and that as of the date hereof,Tenant has no claim against Landlord under the Lease pertaining to the Premises. 8. Ratification. Except as herein modified, all of the terms and provisions of the Lease shall remain in full force and effect. 9. Conflict of Terms: In the event of any inconsistency between the terms and provisions of this Amendment and any term or provision of the Lease, the terms and provisions of this Amendment shall control. (Signature Page Follows) i i 3 IN WITNESS WHEREOF the parties have executed this document:as an insuument under seal as of the date of tliis Amendment. LANDLOPM TROMPSON'S RESTAURANT,INC:OF NORTH AN DOVER Stuart Thompson,Pzesidei t and Treasurer `TENANT BER'I'UM"Ss INC. James,K. Quackenbush:,Senior Vice Presider of Development 4 EXECUTION VERSION ASSIGNMENT AND ASSUMPTION OF LEASES - THIS ASSIGNMENT AND ASSUMPTION OF LEASES (this "Assignment") is made as of the 21st day of June, 2018, by and among Bertucci's Corporation, a Delaware corporation, Bertucci's Restaurant Corp., a Massachusetts corporation, Bertucci's, Inc., a Massachusetts corporation (such entity, together with Bertucci's Corporation and Bertucci's Restaurant Corp., each a "Seller" and, collectively, the "Sellers"), and Bertucci's Restaurants, LLC, a Florida limited liability company ("Buyer"), a wholly-owned subsidiary of Bertucci's Holding, LLC, a Florida limited liability company ("Holding'). Sellers and Buyer are referred to collectively herein as the"Parties." WHEREAS, the Sellers and Holding are parties to that certain Asset Purchase Agreement, dated June 5, 2018 (the "Purchase Agreement"). Capitalized terms used but not otherwise defined herein have the meanings given to such terms in the Purchase Agreement; WHEREAS, the execution and delivery of this Assignment is contemplated by Sections 2.5(a)(i)(E)and 2.5(a)(ii)(C)of the Purchase Agreement; and WHEREAS, Sellers desire to assign, transfer, convey and deliver to Buyer, as an Affiliate of Holding, the Leases described in Schedule I attached hereto, including all amendments, modifications, and supplements thereto (each a "Lease" and, collectively, the "Leases'), and Buyer desires to accept an assignment of the Leases, together with all right, title, and interest of Sellers thereunder. NOW,THEREFORE, in consideration of the promises and mutual agreements set forth in the Purchase Agreement, the Parties hereby agree as follows: I. Assignment and Assumption of Lease. Pursuant to the Purchase Agreement, effective as of the date of this Assignment (the "Closing'), Sellers hereby assign, transfer, convey, and deliver to Buyer all of Sellers' respective estate, right, title and interest as tenant of the leasehold estate described under the Leases, and Buyer hereby accepts the assignment, transfer, conveyance and delivery of Sellers' respective estate, right, title and interest in, to and under such leasehold estate. Notwithstanding anything to the contrary contained herein, Sellers are not assigning, transferring, conveying or delivering to Buyer, and Buyer is not assuming, any Excluded Leases. 2. Assumption of Assumed Liabilities. Effective as of the Closing, Sellers hereby assign, and Buyer hereby assumes and agrees to pay, discharge, or perform when due, on or after the Closing, the Assumed Liabilities related to the Leases to the extent provided in the Purchase Agreement. For the avoidance of doubt, and without limiting the foregoing, Buyer does not assume, and hereby disclaims, all Liabilities of Sellers or of any predecessor or Affiliate of Sellers other than such Assumed Liabilities with respect to the Leases. 3. Conflict. The assignment and assumption of the Leases (and the Assumed Liabilities related thereto) made hereunder are made in accordance with, and subject to, the Purchase Agreement (including, without limitation, any surviving representations, warranties, covenants, and agreements contained therein), which are incorporated herein by reference. 98946778v3 In the event of a conflict between the terms and conditions of this Assignment and the terms and conditions of the Purchase Agreement, the terms and conditions of the Purchase Agreement shall govern, supersede, and prevail. Notwithstanding anything to the contrary in this Assignment, nothing herein is intended to, nor shall it, extend, amplify, or otherwise alter the representations, warranties, covenants, and obligations of the Parties contained in the Purchase Agreement or the survival thereof. 4. Notices. Any notice, request, or other document to be given hereunder to (i)the Sellers shall be given in the manner specified in Section 9.8 of the Purchase Agreement and (ii) to Buyer shall be given in the manner specified for Holding in Section 9.8 of the Purchase Agreement. .Any Party may change its address for receiving notices, requests, and other documents by giving written notice of such change to the other Parties in the manner specified in Section 9.8 of the Purchase Agreement. 5. Severability. Whenever possible, each provision of this Assignment shall be interpreted in such manner as to be effective and valid under applicable Law, but if any provision of this .Assignment is held to be prohibited by, or invalid under, applicable Law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions or the remaining provisions of this Assignment. 6. Enforceability. If any provision of this Assignment or the application of any such provision to any Person or circumstance shall be held invalid, illegal, or unenforceable in any respect by a court of competent jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other provision hereof. - 7. Amendments. This Assignment may not be amended or modified except by an instrument in writing signed by, or on behalf of, Buyer and Sellers. 8. Further Assurances. Each of the Parties, without additional consideration, shall execute and deliver all such further documents and do such other things as the other Party may reasonably request to give full effect to this Assignment, including, without limitation, any other form of assignment agreement required in order to record this Assignment in the appropriate public records of the county in which the property encumbered by a Lease is located. 9. Counterparts; Facsimile and Electronic Signatures. This Assignment may be executed in one or more counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument. This Assignment or any counterpart may be executed and delivered by facsimile copies or delivered by electronic communications by portable document format(.pdf), each of which shall be deemed an original. 10. Governing Law. This Assignment shall be governed by and construed in accordance with the internal Laws of the State of Delaware (without giving effect to the principles of conflicts of Laws thereof), except to the extent that the Laws of such state are superseded by the Bankruptcy Code. Without limiting any Party's right to appeal any Order of the Bankruptcy Court, the Parties agree that if any dispute arises out of or in connection with this Assignment, the Bankruptcy Court shall have exclusive personal and subject matter jurisdiction and shall be the exclusive venue to resolve any and all disputes relating to this 2 Assignment and the transactions contemplated hereby. Such court shall have sole jurisdiction over such matters and the parties affected thereby and Sellers and Buyer each hereby consent and submit to such jurisdiction; provided, however, that if the Sellers' chapter 11 cases shall have closed and cannot be reopened, the Parties agree to unconditionally and irrevocably submit to the exclusive jurisdiction of the United States District Court for the District of Delaware and any appellate court thereof, for the resolution of any such claim or dispute. The Parties hereby irrevocably waive, to the fullest extent permitted by applicable Law, any objection which they may now or hereafter have to the laying of venue of any such dispute brought in such court or any defense of inconvenient forum for the maintenance of such dispute. Each of the Parties agrees that a judgment in any such dispute may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by Law. In the event any such action, suit or proceeding is commenced, the Parties hereby agree and consent that service of process may be made, and personal jurisdiction over any Party hereto in any such action, suit or proceeding may be obtained, by service of a copy of the summons, complaint and other pleadings required to commence such action, suit or proceeding upon the Party in accordance with Section 4 of this Assignment. 11. Third Party Beneficiaries and Obligations. This Assignment shall inure to the benefit of and be binding upon the Parties and their respective successors and permitted assigns. Nothing in this Assignment,express or implied, is intended to or shall confer upon any Person other than the Parties or their respective successors and permitted assigns, any rights, remedies, or liabilities under or by reason of this Assignment. 12. Recordation. Subject to the following sentence, this Assignment may be recorded in the appropriate public records of the county in which the property encumbered by a Lease is located. Sellers make no representation regarding the recordability of this Assignment, nor the Leases or related documents, and Sellers shall bear no liability for the failure of this Assignment, the Leases or related documents to be recorded. Buyer shall bear all costs and expenses in connection with recording this Assignment or any other related documents. 13.Entire Agreement. This Assignment, together with the Schedules attached hereto and the Purchase Agreement and the exhibits and the documents referred to in the Purchase Agreement, contain the entire understanding between the Parties with respect to the transactions contemplated hereby and supersede all prior agreements, understandings, representations and statements, oral or written, between the Parties on the subject matter hereof, which such prior agreements, understandings, representations and statements, oral or written, shall be of no further force or effect. 3 IN WITNESS WHEREOF, the Parties have executed this Assignment as of the date first above written. SELLERS: BERTUCCI'S CORPORAT� By: Name:i onnell Title: } of Financial Officer and.Senior Vice Pre 'dent BERTUCCI'S INC. By: Name: B Connell Title: C 'ef Financial Officer and Senior Vice President BERTUM'S RESTAURANT By: Name: Co ell -- Title: inancial Officer and Senior Vice Pre ".ent [Signature Page to Assignment and Assumption agreement] BUYER: BERTUCCI'S RESTAURANTS, LLC Name:T oma�Avall�one '"~ Title: Manager List of Schedules: Schedule I-Leases [Signature Page to Assignment and Assumption Agreement(Leases)] SCHEDULE I Leases 1. Lease (Solomon Pond Mall, Marlborough, Massachusetts), dated March 14, 2014, by and between Mall at Solomon Pond, LLC, as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 2. Lease (Springfield, Virginia), dated June 28, 1994,by and between Frontier Joint Venture Limited Partnership (succeeded by Frontier Drive Metro Center, LP), as Indlord, and Bertucci's Restaurant Corp., as Tenant. 3. Shopping Center Lease (Springfield Square Central Shopping Center, Springfield Square, Pennsylvania),dated March 25,2003,by and between Springfield Square Central, LP, as Landlord,and Bertucci's Restaurant Corp., as Tenant. 4. Lease(Swampscott,Massachusetts), dated August 27, 1991,by and between Andrew B. Rose and Mark Klaman, Trustees of Centercorp Swampscott Realty Trust, as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 5. Ground Lease (Timonium, Maryland), dated October 19, 1993,by and between York- Ridgely Joint Venture,as Lessor,and Bertucci's Restaurant Corp., Lessee, as amended. 6. Lease (Waltham, Massachusetts), dated November 27, 1991,by and between 475 Winter Street Limited Partnership (succeeded by Somerset Waltham LLC), as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 7. Lease (Warwick, Rhode Island), dated January 1, 1992, by and between Renaissance Development Corp. (succeeded by New England Parking, LLC), as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 8. Retail Lease (Washington, DC), dated April 2, 1993, by and between 2000 Pennsylvania Avenue,N.W., Inc. (succeeded by The George Washington Univrsity), as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 9. Lease Agreement(Wayne, Pennsylvania),dated September 5, 2003, by and between Penn Real Estate Group,Inc. (succeeded by 523 W. Lancaster, L.P.), as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 10. Lease (West Roxbury, Massachusetts), dated May 7, 1991,by and between Westbrook Village Realty Trust(succeeded by The Village at Chestnut Hill 2, LLC), as Landlord, and Bertucci's, Inc., and Tenant., as amended. 11. Indenture of Lease (Westborough,Massachusetts), dated January 12, 2000,by and between Hing Wah Realty Trust, as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 12. Lease (White Marsh, Maryland), dated March 22, 1993,by and between Nottingham Village, Inc., as Landlord, and Bertucci's Restaurant Corp., as Tenant. 13. Lease (Wilmington, Delaware), dated November 12,2001,by and between F.A. Associates, Inc.,as Landlord, and Bertucci's Restaurant Corp., as Tenant. 14. Lease Agreement(Woburn,Massachusetts), dated March 24, 2004, by and between Theodore Gorchev, Lili Gorchev and Plamen Gorchev,Trustees of the 17 Commerce Way Realty Trust, as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 15. Sublease (Alewife,Massachusetts), dated November 29, 1989, by and between Alewife Commercial Associates, Inc.,as Landlord,and Bertucci's Inc., as Tenant,-as amended. 16. Lease (Andover, Massachusetts), dated July 22, 1992, by and between Charles 1. Davison (succeeded by Trustee of 90 Main Street Realty Trust), as Lessor, and Bertucci's Restaurant Corp., as Lessee, as amended. 17. Indenture of Lease(Avon, Connecticut), dated November 19, 1993,by and between Avon Marketplace Limited Partnership (succeeded by Avon Marketplace Investors LLC), as Landlord, and Bertucci's Restaurant Corp.,as Tenant,as amended. 18. Lease Agreement(Bel Air, Maryland), dated June 7, 1993,by and between Bel Air South Commercial LLC, as Lessor, and Bertucci's Restaurant Corp., as Lessee, as amended. 19.Assignment,Assumption and Amendment of Lease(Bensalem, Pennsylvania), dated June 6, 2011,by and among 99 West, Inc., as Assignor, Bertucci's Restaurant Corp., as Assignee, and Buck County Restaurant Row 1I, LP,pertaining to that certain Ground Lease, dated April 19,2005 by and between Hampton Bucks County Associates, L.P. (Landlord's predecessor in interest)and Assignor. 20. Lease (Beverly, Massachusetts), dated February 12, 1998, by and between Win Properties, Inc., as Landlord, and Bertucci's Restaurant Corp.,as Tenant,as amended. 21. Lease(Braintree, Massachusetts), dated July 27, 1989, by and between Wildwood Estates of Braintree, Inc., as Landlord, and Bertucci's Inc., as Tenant, as amended. 22. Lease (Brockton,Massachusetts), dated November 24,2001, by and between Stonehill 123 LLC, as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 23.Lease (Canton,Massachusetts), dated December 19, 2000,by and between Canton Village Nominee Trust(succeeded by OCW Retail Canton,LLC), as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 24. Lease (Chelmsford, Massachusetts), dated November 21, 1994, by and between James J. Mawn and Thomas M. Mawn Jr., Trustees of CLM Realty Trust,as Landlord, and Bertucci's, Inc.,as Tenant, as amended. 25. Lease (Christiana, Delaware), dated March 19, 2002, by and between Christiana Town Center, LLC, as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 26. Amended and Restated Lease(Columbia, Maryland), dated May 19, 2003, by and between GE Capital Franchise Finance Corporation, as Lessor, and Bertucci's Restaurant Corp., as Lessee. 27. Lease Agreement (Concordville,Pennsylvania), dated September 25, 2007, by and between Concord Retail Partners, L.P.,as Landlord,and Bertucci's Restaurant Corp., as Tenant. 28. Lease (Darien, Connecticut), dated June 2, 1992,by and between Irving Cook (succeeded by The Cook Family Limited Partnership), as Lessor, and Bertucci's Restaurant Corp., as Lessee, as amended. 29. Lease (Framingham, Massachusetts), dated March 28, 1990,by and between Triton Realty, Inc. (succeeded by Framingham-15 0 FR Realty Limited Partnership), as Landlord,and Bertucci's, Inc., as Tenant, as amended. 30. Lease(Glastonbury, Connecticut), dated February 12, 1992,by and between Griswold Mall Associates Limited Partnership, as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 31. Ground Lease Agreement(Gloucester,New Jersey),dated April 25, 2008, by and between BCC 18, LLC, as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 32. Shopping Center Ground Lease (Hazlet,New Jersey), dated October 21, 1993, by and between The Price Company, as Landlord, and Bertucci's Restaurant Corp., as Tenant. 33. Lease (Hingham, Massachusetts), dated December 1, 1986, by and between C.H.M. Trust, as Landlord,and Bertucci's of Brockton, Inc. (succeeded by Bertucci's Restaurant Corp.), as Tenant, as amended. 34. Commercial Lease(Holliston,Massachusetts), dated August 14, 1984, by and between Alan Joseph Strudas, Trustee of Strudas Realty Trust(succeeded by Joseph Gaied, Trustee of L.M.C. Realty Trust), as Landlord, and Bertucci's Pizza&Bocce, Inc. (succeeded by Bertucci's Restaurant Corp.), as Tenant, as amended. 35. Lease(Huntingdon Valley, Pennsylvania), dated May 7, 1993,by and between New Century Associates, as Landlord, and Bertucci's Restaurant Corp., as Tenant. 36. Lease (Kendall Square, Massachusetts), dated March 24, 2004, by and between John Pappas, as Trustee of 793-805 Main Street Realty Trust, as Lessor, and Bertucci's Restaurant Corp., as Lessee,as amended. 37. Ground Lease Agreement(Langhorne,Pennsylvania), dated July 19, 1994, by and between Lincoln Plaza Associates(succeeded by Lincoln Plaza Center, L.P.),as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 38. Commercial Lease (Lexington, Massachusetts), dated April 1994, by and between Joseph A. Trani, Hugo R. Maienza and James Stevens, Trustees of the 1775 Realty Trust (succeeded by 1775 Mass Ave LLC),as Lessor, and Bertucci's Restaurant Corp., as Lessee, as amended. 39. Indenture of Lease(Manchester,New Hampshire), dated October 30, 1997, by and between MNH Mall L.L.C., as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 40. Lease (Mansfield, Massachusetts), dated June 18, 2007,by and between Route 140 School Street LLC, as Landlord, and Bertucci's Restaurant Corp.,as Tenant. 41. Lease(Marlton,New Jersey), dated January 29, 1998, by and between 485 Properties, LLC (succeeded by Greentree V,LLC), as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 42. Lease (Medford, Massachusetts), dated November 30, 1992,by and between Ralph Matarazzo, Trustee of Mystic Valley Parkway Trust, as Landlord, and Bertucci's Restaurant Corp., as Tenant. 43. Lease (Melville,New York), dated January 19, 1993, by and between Walt Whitman Road Associates, a Landlord, and Bertucci's Restaurant Corp., as Tenant,as amended. 44. Ground Lease(Mt. Laurel,New Jersey), dated December 22, 1992, by and between East Gate Center Limited Partnership(succeeded by US MJW East Gate I, LLC),as Lessor, Bertucci's Restaurant Corp., as Lessee. 45. Lease (Nashua,New Hampshire),dated December 7, 1989, by and between D&H 402-A PAD, as Lessor, and Bertucci's, Inc., as Lessee, as amended. 46. Lease (Needham, Massachusetts), dated December 14, 2001,by and between Laurence G.Maloomian and Dennis W.Maloomian(succeeded by LGM Interests,LLC and DWM Interests, LLC), as Lessor, and Bertucci's Restaurant Corp., as Lessee. 47. Ground Lease(Newington, Connecticut), dated August 28, 1998, by and between Marc Capital Corporation, as Lessor, and Bertucci's Restaurant Corp., as Lessee, as amended. 48. Lease Agreement(North Andover,Massachusetts), dated April 16, 1991, by and between Thompson's Restaurant, Inc.of North Andover, as Landlord, and Bertucci's, Inc., as Tenant, as amended. 49. Indenture of Lease(Newton, Massachusetts), dated April 6, 1989, by and between Knapp Foods, Inc., as Landlord, and Bertucci's, Inc.,and Tenant,as amended. 50. Lease (North Attleboro,Massachusetts), dated January 16,2007,by and between Mayflower Emerald Square, LLC, as Landlord, and Bertucci's Restaurant Corp., as Tenant. 51. Lease (Norwood, Massachusetts), dated December 1, 1986,by and between The Country Manor Norwood Trust(succeeded by Norwood Country Manor, LLC), as Landlord,and Bertucci's Restaurant Corp., as Tenant, as amended. 52.Lease (Peabody, Massachusetts),dated May 19,2003,by and between GE Capital Franchise Finance Corporation,as Lessor, and Bertucci's Restaurant Corp.,as Lessee. 53. Shopping Center Ground Lease (Plymouth,Massachusetts),dated June 14,2006,by and between Commerce Way Development Co., LLC, as Landlord, and Bertucci's Restaurant Corp., as Tenant, as amended. 54. Lease Agreement(Plymouth Meeting,Pennsylvania),dated December 22, 1997,by and between PR Plymouth Meeting Limited Partnership, as Landlord, and Bertucci's Restaurant Corp.,as Tenant, as amended. 55. Lease(Reading, Massachusetts),dated July 2,2007,by and between Newview Investments LLC, as Landlord, and Bertucci's Restaurant Corp.,as Tenant. 56. Lease (Salem,New Hampshire),dated September 16,2002,by and between Rocksal Mall, LLC(succeeded by Mall at Rockingham,LLC),as Landlord, and Bertucci's,Inc., as Tenant,as amended. 57. Lease(Northborough,Massachusetts),dated May 14,2001, by and between PAM Realty Trust(succeeded by PAMJAM Realty, LLC)and Bertucci's Corporation,as Tenant, as amended. TOWN OF NORTH ANDOVER OFFICE OF TOWN CLERK 120 MAIN STREET NORTH ANDOVER,MASSACHUSETTS 01845 ,AORTH Joyce A.Bradshaw,CMMC 0 Telephone(978)688-9501 Town Clerk, FAX(978)688-9557 $A HU MEMORANDUM TO: Chris Nobile, Chairman, Licensing Commission Members of the Board of Selectmen Andrew Maylor, Town Manager FROM: Suzanne M. Pelich, Asst, To Clerk DATE: December 3, 2018 SUBJECT: One DayI...,iquor License Requests Attached please find a one day liquor license application from Paul Gallant, on behalf of Merrimack College. The event is to be held on 1/5/2018. A favorable recornmendation has been given from the Police Department, Fire Department and the Building Inspector with no conditions. Please do not hesitate to contact me if you have any questions or concerns. Thank you. 11/15/2018 Special One Day Liquor License 39051 Applicant s Merrimack College Attn Paul Gallant 978-837-3523 ext. 3523 @ gallantp@merrimack.edu Location 315 TURNPIKE STREET Innovation NORTH ANDOVER, MA 01845 Event Information: Address of applicant: Type of organization: 315 Turnpike Street North Andover, MA 01845 Non Profit Location of Event Type of event: Merrimack Athletic Complex Athletic Concessions Date of event: Start time of event: 01/05/2019 2:00pm End time of event Type of alcohol served: 7:00pm Wine and Malt Is the event being catered? Will there be use of a temporary tent? No No Will there be a generator used at the event? Will there be entertainment? No No **ALCOHOL MUST BE PURCHASED BY THE LICENSEE FROM AN AUTHORIZED WHOLESALER** Has permission been received from the property owner Who is serving the alcohol? to hold this event? Sodexo LLC Yes Does the server have liquor liability insurance? Yes Do servers have TIPS certification? "This is required. Yes 1/2 t Back lobby of Merrimack Athletic Complex Merrimack Athletic Complex Skating Rink e Front lobby of Merrimack Athletic Complex Job PostingNacancy Log November 30,2018 Date Position Department Hiring Manager Status Posted 11/21/18 Fire Prevention Officer NAFD Chief McCarthy Selected Lt.Michael Beirne effective upon retirement of incumbent on 1/11/19. Posted internally 11/21/18- 11/30/18. 11/28/18 Conservation Field Conservation Jen Hughes Posted on town website and Agent internally,posted at MA Assoc. of Conservation Commission and MA Society of Municipal Conservation Professionals. 11/6/18 HMEO DPW Tim Willett Interviews held on 11/19 and 11/26. Offered to experienced candidate on 11/28/18, declined due to high cost of health insurance. Offer pending to secondary candidate. Posted on Town website and internally. 5/21/18 Part-Time Plumbing/Gas Building Paul Hutchins Pending. Internal applicant that Inspector came forward. Updated posting with new pay rate,receiving resumes. Candidates withdrew due to perceived low pay rate. Scheduling 3 other candidates for week of 9/10. Candidate interested but unsure of move. Second interview scheduled for 8/28. Ongoing consideration of incoming resumes. Interviews conducted week of 6/11/18. Posted on Town website and social media, Indeed.com.