HomeMy WebLinkAbout10-4839W ,
HEADLANDS REALTY CORP.,
Landlord
V.
ALACER EAST, LLC,
Tenant
V.
BLUE ROCK CONSTRUCTION, INC.,
Contractor
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
NO. /)--y? 3q M I- i-,>
WAIVER OF LIENS
CONTRACTOR'S WAIVER OF LIENS
QN
C- 7
NE
This instrument is executed this -2,0 day of July, 2010, by BLUE ROCK
CONSTRUCTION, INC., a New Jersey corporation, having a place of business in the
Commonwealth of Pennsylvania at 1275 Glenlivet Drive, Suite 330, Allentown, PA 18106
("Contractor") in favor of HEADLANDS REALTY CORP., a Maryland corporation having a
place of business at 6420A Dobbin Road, Columbia, Maryland 21045 ("Landlord") and
ALACER EAST, LLC, a Delaware limited liability company, having a place of business at 80
Icon Foothill Ranch, CA 92610 ("Tenant")(with Landlord and Tenant sometimes being
collectively referred to as "Owners" solely for purposes of this document).
WITNESSETH:
WHEREAS, Contractor is a contractor within the meaning of the Mechanics Lien Law
of 1963; and
WHEREAS, Tenant and Contractor have entered into a certain contract ("Contract") in
connection with construction and erection of certain tenant improvements, agreed between them,
and which are set forth in that Contract, relating to work, labor, services and materials to be
provided and performed.on and at a tract of real estate known as and located at 219 Allen Road
(AMB I-81 Distribution Center), Carlisle, Cumberland County, Pennsylvania 17013 ("the
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Property"), with Tenant being the tenant under a certain Lease Agreement dated May 5, 2010
between Landlord and Tenant, with respect to certain space at the Property comprising
approximately 128,356 square feet ("the Leased Premises"), and known as "Unit C" at that
Property; and
WHEREAS, no work has commenced on the Property by Contractor and no labor or
materials have been delivered to the Property or furnished for the work by Contractor or any
subcontractor or materialmen; and
WHEREAS, Contractor has, by this instrument and the promises contained herein,
covenanted, promised and agreed that no mechanics' or materialmen's liens shall be filed or
maintained against the Property, and/or against the respective estate or title of Owners in the
Property or any part thereof, or the appurtenances thereto, either by itself or anyone else acting or
claiming through or under it for or on account of any work, labor or materials supplied in the
performance of the work under the Contract or under any supplemental contract or for extra
work.
NOW, THEREFORE, in consideration of the Contract and the covenants of Owners
therein contained, and the sum of ($1.00) Dollar paid in hand to Contractor, the receipt and
sufficiency of which are hereby acknowledged, and intending to be legally bound hereby:
Contractor, for itself and anyone else acting or claiming through or under it, does
hereby waive and relinquish all right to file a mechanic's or materialmen's lien, or notice of
intention to file any lien, and does hereby covenant, promise and agree that no mechanics' lien or
other lien of any kind whatsoever shall be filed or maintained against the estate or title of either
of the Owners with respect to the Property (including but not limited to the Leased Premises) or
the appurtenances thereto, by or in the name of Contractor, or any subcontractor, materialman or
-2-
laborer acting or claiming through or under for work done or materials furnished in connection
with the Contract, or otherwise done by Contractor at the Property (including but not limited to
the Leased Premises), or by any other party acting through or under them or any of them for and
about the Property (including but not limited to the Leased Premises) or any part of it.
2. This instrument waiving the right of lien shall be an independent covenant by
Contractor and shall operate and be effective as well with respect to work done and materials
furnished under any supplemental contract(s) for extra work or changes to the Contract in
connection with the above-described project at the Leased Premises on the Property to the same
extent as any work and labor done and materials furnished under the Contract.
3. In order to give Owners full power and authority to protect each of themselves,
the Property (including but not limited to the Leased Premises) , the estate, title or interest of
each therein, and the appurtenances thereto, against any and all liens filed by Contractor or
anyone acting under or through it in violation of the foregoing covenant, Contractor hereby
irrevocably authorizes and empowers any attorney of any Court of Common Pleas of the
Commonwealth of Pennsylvania to (i) appear as attorney for it, them or any of them, in any such
Court, and in its or their name or names, to the extent permitted by law, mark satisfied of record
at the cost and expense of Contractor or of any subcontractor or materialman, any and all lien or
liens, filed in violation of the foregoing covenant, or (ii) cause to be filed and served in
connection with such lien or liens any pleading or instrument, or any amendment to any pleading
or instrument previously filed by it or them, and to incorporate therein, as part of the record, the
waiver contained in this instrument; and for such act or acts this instrument shall be good and
sufficient warrant and authority. A reference to the court, term and number in which and where
this instrument shall have been filed shall be conclusive evidence of the authority herein to
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warrant such action, and Contractor, for itself and for them, hereby remises, releases and quit-
claims all rights and all manner of errors, defects and imperfections whatsoever in entering such
satisfaction or in filing such pleading, instrument or amendment, or in any way concerning them.
In the event anyone acting through or under Contractor shall so file a lien in violation of the
foregoing covenant, neither of the Owners may not exercise its/their rights under this Paragraph
3 unless such lien has not been stricken or discharged (by payment, posting of a bond or other
means) for a period of ten (10) days after notice of such lien shall have been received by
Contractor.
IN WITNESS WHEREOF, Contractor and Owners have executed this instrument as of
the day and year first above written.
ATTEST:
ATTEST:
CONTRACTOR:
BLU OC TR TION, INC.
By:
Thoma e h , Vi e President
LANDLORD:
HEADLANDS RE Y O
By:
L?G? f??arL'?ENT?Title}
TENANT
ALACER EAST, LLC
By: '
[Title]
C_c U
-4-
ATTEST:
COMMONWEALTH OF PENNSYLVANIA
COUNTY OF LEHIGH
. SS.
On this the day of July, 20(x, before me a notary public, personally appeared
Thomas Meagher, who acknowledged himself to be the Vice President of Blue Rock
Construction, Inc. a corporation, and that he as such Vice President, being authorized to do so,
executed the foregoing instrument for the purposes therein contained by signing the name of the
corporation by himself as Vice President.
IN WITNESS WHEREOF, I hereunto set my hand and official seal.
Notary Pub1WOMMONWEALTH OF PENNSYLVANIA
Notarial Seal
Monica K. Smith, Notary Public
City Of Allentown, Lehigh Cour4
MY Commission Fpires Dec. 2, 2M B
Member, Pennsylvania Association of No as
STATE/COMMONWEALTH OF
SS.
COUNTY OF
9DI o
On this the Z011day of July,-20K, before me a notary public, personally appeared
(ax k, T. ar a tpX , who acknowledged himself to be the V i ce Qv-e,;,. idQydz- of Headlands
Realty Corp. a corporation, and that he as such V i C P- Pres I &&-+- , being authorized to do so,
executed the foregoing instrument for the purposes therein contained by signing the name of the
corporation by himself as Vju Pce,5, dek+_
IN WITNESS WHEREOF, I hereunto set my hand and official seal.
No y P is
STATE OF CALIFORNIA:
COUNTY OF ORANGE:
. SS.
On this the 21 st day of July, 2010, before me a notary public, personally appeared Ronald
L. Fugate, who acknowledged himself to be the President and CEO of Alacer Corp., It's
Manager of Alacer East, LLC, a limited liability company, and that he as such resident and CEO
of Alacer Corp., It's Manager, being authorized to do so, executed the foregoing instrument for
the purposes therein contained by signing the name of the limited liability company by himself
as President and CEO of Alacer Corp., It's Manager.
IN WITNESS WHEREOF, I hereunto set my hand and official seal.
COm20 o11K! 171iC
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NotAry Public
tom r c r a nowan?n+o? `
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THE AMERICAN INSTITUTE OF ARCHITECTS
Bond No. 6717263
AIA Document A312
Performance Bond
Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable.
CONTRACTOR (Name and Address):
Blue Rock Construction, Inc.
1712 Hancock Lane
Burlington, NJ 08016
SURETY (Name and Principal Place of Business):
First National Insurance Company of America
1001 4t' Avenue, Suite 1700
Seattle, WA 98154
OWNER (Name and Address):
Alacer Corporation
80 Icon
Foothills Ranch, CA 92610
CONSTRUCTION CONTRACT
Date: July 13, 2010
Amount: $6,640,500.00
Description (Name and Location): Tenant Improvements Alacer Corporation. Facility will serve as a
Manufacturing and Distribution Facility for their Products in Carlisle, PA
BOND
Date (Not earlier than Construction Contract Date): July 1.5, 2010
Amount: $6,640,500
Modifications to this Bond: None ? See Page 3
CONTRACTOR AS PRINCIPAL SURETY
Company: (Corporate Seal) Company: (Corporate Seal)
Blue Rock Construction First National I s ce ompany of America
Signatur • Signature:
Name an
VAj Kr-rrEt I - Name and Title: Brown, Attorney-in-Fact
(Any additional signatures appear on page 3)
(FOR INFORMATION ONLY - Name, Address and Telephone)
AGENT or BROKER: OWNER'S REPRESENTATIVE (Architect, Engineer or
other party):
Margulies Hoelzli Architecture
545 a Avenue, I e Floor
New York, NY 10018
AIA DOCUMENT A312 - PERFORMANCE BOND AND PAYMENT BOND . DECEMBER 1984 ED. - AIA 40
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, D.C. 20008 A312-1984 1
THIRD PRINTING - MARCH 1987
I The Contractor and the Surety, jointly and severally, bind
themselves, their heirs, executors, administrators,
successors and assigns to the Owner for the performance
of the Construction Contract, which is incorporated herein
by reference.
2 If the Contractor performs the Construction Contract, the
Surety and the Contractor shall have no obligation under
this Bond, except to participate in conferences as provided
in Subparagraph 3.1.
3 If there is no Owner Default, the Surety's obligation
under this Bond shall arise after.
3.1 The Owner has notified the Contractor and the
Surety at its address described in Paragraph 10 below
that the Owner is considering declaring a Contractor
Default and has requested and attempted to arrange a
conference with the Contractor and the Surety to be
held not later than fifteen days after receipt of such
notice to discuss methods of performing the
Construction Contract. If the Owner, the Contractor
and the Surety agree, the Contractor shall be allowed a
reasonable time to perform the Construction Contract,
but such an agreement shall not waive the Owner's
right, if any, subsequently to declare a Contractor
Default; and
3.2 The Owner has declared a Contractor Default and
formally terminated the Contractor's right to complete
the contract. Such Contractor Default shall not be
declared earlier than twenty days after the Contractor
and the Surety have received notice as provided in
Subparagraph 3.1; and
3.3 The Owner has agreed to pay the Balance of the
Contract Price to the Surety in accordance with the
terms of the Construction Contract or to a contractor
selected to perform the Construction Contract in
accordance with the terms of the contract with the
Owner.
4 When the Owner has satisfied the conditions of
Paragraph 3, the Surety shall promptly and at the Surety's
expense take one of the following actions:
4.1 Arrange for the Contractor, with consent of the
Owner, to perform and complete the Construction
Contract; or
4.2 Undertake to perform and complete the
Construction Contract itself, through its agents or
through independent contractors; or
4.3 Obtain bids or negotiated proposals from qualified
contractors acceptable to the Owner for a contract for
performance and completion of the Construction
Contract, arrange for a contract to be prepared for
execution by the Owner and the contractor selected
with the Owner's concurrence, to be secured with
performance and payment bonds executed by a
qualified surety equivalent to the bonds issued on the
Construction Contract, and pay to the Owner the
amount of damages as described in Paragraph 6 in
excess of the Balance of the Contract Price incurred
by the Owner resulting from the Contractor's default;
or
4.4 Waive its right to perform and complete, arrange
for completion, or obtain a new contractor and with
reasonable promptness under the circumstances:
.1 After investigation, determine the amount for
which it may be liable to the Owner and, as
soon as practicable after the amount is
determined, tender payment therefor to the
Owner, or
.2 Deny liability in whole or in putt lend ngUW ft
Owner citing reasons therefor.
5 If the Surety does not proceed as provided in Paragraph
4 with reasonable promptness, the Surety shall be deemed
to be in default on this Bond fifteen days after receipt of an
additional written notice from the Owner to the Surety
demanding that the Surety perform Its obligations under
this Bond, and the Owner shall be entitled to enforce any
remedy available to the Owner. If the surety proceeds as
provided in Subparagraph 4.4, and the Owner refuses the
payment tendered or the Surety has denied liability, in
whole or in part, without further notice the Owner shall be
entitled to enforce any remedy available to the Owner.
6 After the Owner has terminated the Contractor's right to
complete the Construction Contract, and if the Surety
elects to act under Subparagraph 4.1, 4.2, or 4.3 above,
then the responsibilities of the Surety to the Owner shall
not be greater than those of the Contractor under the
Construction Contract, and the responsibilities of the
Owner to the Surety shall not be greater than those of the
Owner under the Construction Contract. To the limit of the
amount of this Bond, but subject to commitment by the
Owner of the Balance of the Contract Price to mitigation of
costs and damages on the Construction Contract, the
Surety is obligated without duplication for:
6.1 The responsibilities of the Contractor for correction
of defective work and completion of the Construction
Contract;
6.2 Additional legal, design professional and delay
costs resulting from the Contractor's Default, and
resulting from the actions or failure to act of the Surety
under Paragraph 4; and
6.3 Liquidated damages, or if not liquidated damages
are specified in the Construction Contract, actual
damages caused by delayed performance or non-
performance of the Contractor.
7 The Surety shall not be liable to the Owner or others for
obligations of the Contractor that are unrelated to the
Construction Contract, and the Balance of the Contract
Price shall not be reduced or set off on account of any
such unrelated obligations. No right of action shall accrue
on this Bond to any person or entity other than the Owner
or its heirs, executors, administrators or successors.
S The Surety hereby waives notice of any change,
including changes of time, to the Construction Contract or
to related subcontracts, purchase orders and other
obligations.
9 Any proceeding, legal or equitable, under this Bond may
be instituted in any court of competent jurisdiction in the
location in which the work or part of the work is located and
shall be Instituted within two years after Contractor Default
or within two years after the Contractor ceased working or
within two years after the Surety refuses or fails to perform
its obligations under this Bond, whichever occurs first. If
the provisions of this Paragraph are void or prohibited by
law, the minimum period of limitation available to sureties
as a defense in the jurisdiction of the suit shall be
applicable.
AIA DOCUMENT A312 • PERFORMANCE BOND AND PAYMENT BOND . DECEMBER 1984 ED. • AIA 40
THE AMERICAN INSTnIFM OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, D.C. 20006 A312-1984 2
THIRD PRINTING. MARCH 1987
10 Notice to the Surety, the Owner or the Contractor shall
be mailed or delivered to the address shown on the
signature page.
11 When this Bond has been furnished to comply with a
statutory or other legal requirement in the location where
the construction was to be performed, any provision in this
Bond conflicting with said statutory or legal requirement
shall be deemed deleted herefrom and provislons
conforming to such statutory or other legal requirement
shall be deemed incorporated herein. The Intent is that
this Bond shall be construed as a statutory bond and not
as a common law bond.
12 DEFINITIONS
12.1 Balance of the Contract Price: The total amount
payable by the Owner to the Contractor under the
Construction Contract after all proper adjustments
have been made, including allowance to the
Contractor of any amounts received or to be received
MODIFICATIONS TO THIS BOND ARE AS FOLLOWS:
by the Owner in settlement of insurance or other
claims for damages to which the Contractor is entitled,
reduced by all valid and proper payments made to or
on behalf of the Contractor under the Construction
Contract.
12.2 Construction Contract: The agreement betwen
the Owner and the Contractor Identified on the
signature page, including all Contract Documents and
changes thereto.
12.3 Contractor Default: Failure of the Contractor,
which has neither been remedied nor waived, to
perform or otherwise to comply with the terms of the
Construction Contract.
12.4 Owner Default: Failure of the Owner, which has
neither been remedied nor waived, to pay the
Contractor as required by the Construction Contract or
to perform and complete or comply With the other
terms thereof.
(Space is provided below for additional signatures of added parties, other than those appearing on the cover page.)
CONTRACTOR AS PRINCIPAL SURETY
Company: (Corporate Seal) Company: (Corporate Seal)
Signature:
Name and Title:
Address:
Signature:
Name and Title:
Address:
AIA DOCUMENT A312 . PERFORMANCE BOND AND PAYMENT BOND • DECEMBER 1984 ED. • ALA
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, D.C. 20006 A312-1984 3
THIRD PRINTING 9 MARCH 1987
POWER First National Insurance Company of America
me OF ATTORNEY safes Plaz
'98 Seattle, WA 185
No. 13399
KNOW ALL BY THESE PRESENTS:
That FIRST NATIONAL INSURANCE COMPANY OF AMERICA, a Washington corporation, does hereby appoint
"JAIME M. BOWMAN; CECELIA BROWN; ALENE M. FISCHER, JESSICA HIGGINSON; SCOTT MARTIN; CHARLES MCCABE;
JULIA A. MCCABE; KEVIN MCCABE; BONNIE A. RODGERS; Mullica Hitt, New Jersey*"""""*""*?"*"*" *•""*•"****-•""**"""¦*
its true and lawful attomey(s}in-fact, with full authority to execute on behalf of the company fidelity and surety bonds or
undertakings and other documents of a similar character issued by the company in the course of its business, and to bind FIRST
NATIONAL INSURANCE COMPANY OF AMERICA thereby as fully as if such instruments had been duly executed by its regularly
elected officers at its home office.
IN WITNESS WHEREOF, FIRST NATIONAL INSURANCE COMPANY OF AMERICA has executed and attested these presents
this 8th
day of September
2008
STEPHANIE DALEY-WATSON, SECRETARY TIM MIKOLAJEWSKI, SENIOR VICE-PRESIDENT, SURETY
CERTIFICATE
Extract from the By-Laws of FIRST NATIONAL INSURANCE COMPANY OF AMERICA:
"Article V, Section 13. - FIDELITY AND SURETY BONDS ... the President, any Vice President, the Secretary, and any Assistant
Vice President appointed for that purpose by the officer in charge of surety operations, shall each have authority to appoint
individuals as attomeys-in-fact or under other appropriate titles with authority to execute on behalf of the company fidelity and surety
bonds and other documents of similar character issued by the company in the course of its business... On any instrument making or
evidencing such appointment, the signatures may be affixed by facsimile. On any Instrument conferring such authority or on any bond or
undertaking of the company, the seat; or a facsimile thereof, may be Impressed or affixed or in any other manner reproduced;
provided, however, that the seal shall not be necessary to the validity of any such instrument or undertaking."
Extract from a Resolution of the Board of Directors of
FIRST NATIONAL INSURANCE COMPANY OF AMERICA adopted July 28,1970.
"On any certificate executed by the Secretary or an assistant secretary of the Company setting out.
(i) The provisions of Article V, Section 13 of the By-Laws, and
(it) A copy of the power-of-attomey appointmart, executed pursuant thereto, and
(iii) Certifying that said power-ofattomey appointment Is In full force and effect,
the signature of the certifying officer may be by facsimile, and the seal of the Company may be a facsimile thereof."
I, Stephanie Daley-Watson , Secretary of FIRST NATIONAL INSURANCE COMPANY OF AMERICA, do hereby certify that the
foregoing extracts of the By-Laws and of a Resolution of the Board of Directors of this corporation, and of a Power of Attorney
issued pursuant thereto, are true and correct, and that both the By-Laws, the Resolution and the Power of Attomey are still in full force
and effect.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the facsimile seal of said corporation
this 15th day of JR 7 , 2010
?',rplmAt?J f,?rxr,
STEPHANIE DALEY-WATSON, SECRETARY
5-1048/131' 4105
SafecoV and the Safecn topo are reginterod hwdernarka of Snfe Corooration.
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