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16, SUCCESSORS AND ASSIGNS.

Purchaser may assign its rights, duties and obligations hereunder prior to the Closing to
an entity under common control with Purchaser. No other assignment shall be permitted without
Seller's consent, which consent may be withheld in Seller’s sole discretion. This Agreement and
the rights, duties and obligations of the parties hereunder shall apply to and bind the heirs,
executors, administrators, trustees, legal representatives, successors and assigns of the respective
parties.

17. ENTIRE AGREEMENT; AMENDMENT.

This Agreement (including any exhibits or schedules, as the same may be amended,
referred to in the body of this Agreement which are attached hereto and made a part hereof)
constitutes the entire agreement and understanding between the parties with respect to the
purchase and sale of the Property, and no oral statements or promises and no understanding not
embodied mn this Agreement shall be of any effect whatsoever. Any modification shall be valid
only if in agreed upon by Purchaser and Seller in writing,

18. CAPTIONS.

The captions in this Agreement are inserted only as a matter of convenience and for
reference and in no way define, limit or describe the scope of this Agreement or the scope or
content of any of it provisions.

19. COUNTERPARTS.

This Agreement may be executed in multiple counterparts, all of which taken together
shall constitute a single agreement.

20, GOVERNING LAW.

This Agreement shall be deemed a contract made under and interpreted by the laws of the
State of New Hampshire.

21. DUTIES OF ESCROW AGENT.

The Second Deposit shall be held in an interest bearing account by the Escrow Agent,
and shall be credited towards payment of the Purchase Price at Closing or otherwise disbursed
according to the terms of this Agreement. In its capacity as escrow agent, Escrow Agent shall
have only those duties and obligations as are expressly set forth herein. No implied duties or
obligations shall be read into this Agreement against Escrow Agent. Except as explicitly stated
herein, Escrow Agent shall be under no obligation to refer to any other documents between or
among Purchaser and Seller or otherwise related to the Property or the transaction contemplated
hereunder. Escrow Agent shall not be liable to either party or any other person on account of any
error of judgment, any act done or stop taken or omitted in good faith, any mistake of fact or law,
or anything else Escrow Agent may do or refrain from doing in connection herewith, unless

caused by or arising out of actual and intentiona! misconduct, willful disregard of this Agreement
or gross negligence on the part of the Escrow Agent. Escrow Agent shall be entitled to rely, and
shall not be subject to any liability in acting in reliance, upon any writing furnished to Escrow
Agent by either party, and shall be entitled to treat as genuine and as the document which it
purports to be, any letter, paper or other document furnished to Escrow Agent in connection with
this Agreement. Escrow Agent further may rely on any affidavit of either Party or any other
person as to the existence and accuracy of any facts stated therein to be known by the affiant. In
the event of any dispute relative to the deposit monies held in escrow, the Escrow Agent may, in
its sole discretion, pay such deposit monies with the clerk of any court with competent
jurisdiction, with notice to the parties hereto at the addresses recited hereinabove, and thereupon
the Escrow Agent shall be discharged from its obligations as recited herein, and each party to
this Agreement shall thereafter hold the Escrow Agent harmless in such capacity. Both parties
hereto agree that the Escrow Agent may (a) deduct the administrative cost of opening,
maintaining and closing the said escrow account from the deposit monies before disbursing any
of said monies, and (b) deduct the cost of bringing such Interpleader action, from the deposit
monies held in escrow prior to the forwarding of the same to the Clerk of such Court. Purchaser
and Seller shall jointly and severally defend, indemnify and hold Escrow Agent for solely for its
actions as escrow agent under this Agreement harmless from and against any and all losses,
liabilities, damages, costs, expenses or claims incurred by Escrow Agent in the performance of
its duties as escrow agent under this Agreement, except only to the extent caused by the Escrow
Agent’s intentional misconduct, bad faith, willful disregard of its obligations hereunder or gross
negligence. As between themselves, each party shall be responsible for one-half of the total costs
incurred in connection with such indemnity, and each shall have the right of contribution from
the other to the extent necessary to achieve such allocation.

22, PURCHASER FINANCING.

Purchaser’s satisfaction of its obligations under this Agreement shall be contingent upon
obtaining financing upon terms acceptable to Purchaser; provided, however, that Purchaser shail
comply with the following:

(a) Within 5 business days of the execution of this Agreement, Purchaser shall provide Seller
with a written financing plan with a detailed timeline on how Purchaser plans to close the
transaction. Failure to provide such a plan or failure to follow the plan as presented to Seller will
constitute waiver of any financing contingency and failure to close due to financing will be
considered a default of the Agreement.

(b) Purchaser shall receive a written commitment to be able to proceed with the transaction
as described in this Agreement from a lending institution on terms and conditions acceptable to
the Purchaser in the Purchaser’s sole discretion, on or before 5:00 p.m. on the last day of the Due
Diligence Period.

23, CASUALTY.

If the Property or any material part thereof is materially damaged or destroyed by fire or
other casualty, then Purchaser may terminate this Agreement and the Second Deposit shall be
returned to Purchaser.

24, TAKING.

If the Property or any material part thereof (including access and casements on which the
Property depends) is taken by condemnation or eminent domain prior to the Closing, or comes
under bona fide threat of such a taking, the Purchaser may terminate this Agreement and the
Second Deposit shall be returned to Purchaser.

25. CALCULATION OF TIME PERIODS.

If the day specified hereunder for any event or the last day of any period of time provided
for hereunder shall be a Saturday, Sunday, legal holiday for national banks in the location where
the Property is located or day on which the Hillsborough County Registry of Deeds is closed,
such day or period shall be extended to the next day which is none of the foregoing. The last day
or period of time provided for hereunder shall be deemed to end at 5:00 pm in the location where
the Property is located.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK.

Executed as of the Effective Date.

PURCHASER:
Burke Street Nashua, LLC

Name:
Title:

SELLER:
City of Nashua

By:

Name: James W. Donchess
Title: Mayor

EXHIBIT A

A certain parcel of land located in the City of Nashua, Hillsborough County, State of New
Hampshire known as 141 Burke Street and more specifically shown as Proposed Lot 158,
consisting of 27.101 acres, on a plan entitled “Subdivision Plan (Map 11, Lot 158) 141-143
Burke Street, Nashua, New Hampshire” prepared by Hayner Swanson, Inc., dated April 19,
2019, and recorded as Plan #40222 in the Hillsborough County Registry of Deeds.

R-20-060

RESOLUTION

RELATIVE TO THE APPROVAL OF THE PURCHASE OF ONE TRANSIT VAN
FROM THE CAPITAL EQUIPMENT REPLACEMENT FUND (CERF) DURING
FY2021

CITY OF NASHUA

In the Year Two Thousand and Twenty

RESOLVED by the Board of Aldermen of the City of Nashua that one transit van in the
amount of $123,521 can be purchased from the Capital Equipment Replacement Fund during
FY2021.

LEGISLATIVE YEAR 2020

RESOLUTION: R-20-060

PURPOSE: Relative to the approval of the purchase of one transit van
from the Capital Equipment Reserve Fund (CERF) during
FY2021

ENDORSER(S): Mayor Jim Donchess

COMMITTEE ; .

ASSIGNMENT: Budget Review Committee

FISCAL NOTE: Addition to FY2021 CERF planned purchases in the amount of
$123,521

ANALYSIS

This resolution approves the purchase of one transit van from the Capital Equipment Reserve
Fund (CERF) during FY¥2021. The van was totaled on April 30, 2020. The Risk Management
Department reimbursed the City General Fund $63,865 for the loss in July, 2020. A
supplemental appropriation to the Capital Equipment Reserve Fund in the amount of $63,865 has
been submitted under R-20-061, pending a public hearing and approval by the Board of
Aldermen. This item was not listed as a planned CERF replacement purchase in the FY2021
budget.

NRO 5-127.1 states that annually, as part of the budget resolution, the Board of Aldermen will
approve the proposed equipment to be purchased through the Capital Equipment Reserve Fund
during the budget year under review. Any other requests to use funds from CERF must be
approved by the Board of Aldermen.

Approved as to account Financial Services Division
structure, numbers and

amount: By: /s/John L. Griffin
Approved as to form: Office of Corporation Counsel

By: /s/Celia K. Leonard

Date: August 5, 2020

R-20-061

RESOLUTION

RELATIVE TO THE SUPPLEMENTAL APPROPRIATION OF $63,865 OF
UNANTICIPATED REVENUE INTO FUND #7026 “CAPITAL EQUIPMENT RESERVE
FUND”

In the Year Two Thousand and Twenty

RESOLVED by the Board of Aldermen of the City of Nashua to appropriate $63,865 of
FY2021 unanticipated revenue from Department #118 “General Government”, Account #45690
“Insurance Reimbursements” into Fund #7026 “Capital Equipment Reserve Fund”.

LEGISLATIVE YEAR 2020
RESOLUTION: R-20-061
PURPOSE: Relative to the supplemental appropriation of $63,865 of

FY2021 unanticipated revenue into Fund #7026 “Capital
Equipment Reserve Fund”

SPONSOR(S): Mayor Jim Donchess
COMMITTEE Budget Review Committee
ASSIGNMENT:
FISCAL NOTE: This resolution will reduce FY2021 year-end General Fund
surplus.
ANALYSIS

This resolution appropriates $63,865 of FY¥2021 unanticipated revenue into the Capital
Equipment Reserve Fund. The unanticipated revenue was generated by an insurance
reimbursement for the loss of a transit van. A new van will need to be purchased from the
Capital Equipment Reserve Fund. Approval of this purchase has been submitted on R-20-060
pending approval by the Budget Committee and the Board of Aldermen.

Charter Sec. 53 permits specific non-budget, supplementary appropriations. There should be
notice and a public hearing. A two-thirds vote is required under Charter Sec. 56-b for an item or
amount not in the mayor’s budget. A roll call is required under Charter Sec. 49,

Approved as to account Financial Services Division
structure, numbers,

and amount: By: /s/John L. Griffin
Approved as to form: Office of Corporation Counsel

By: /s/Celia K. Leonard

Date: August 5, 2020

R-20-062

RESOLUTION

RELATIVE TO THE ACCEPTANCE AND APPROPRIATION OF $37,903 FROM THE
UNITED STATES DEPARTMENT OF JUSTICE INTO POLICE GRANT ACTIVITY-
“2019 JUSTICE ASSISTANCE GRANT (MULTI-JURISDICTIONAL)”

CITY OF NASHUA
In the Year Two Thousand and Twenty

RESOLVED by the Board of Aldermen of the City of Nashua that the City of Nashua and the
Nashua Police Department are authorized to accept and appropriate the sum of $37,903 from the
United States Department of Justice into Police Grant Activity - “2019 Justice Assistance Grant

(Multi-Jurisdictional)’ for the purpose of purchasing equipment, training and/or funding
overtime. No matching funds are required for this grant.