PICKERING HOUSE - 18 BROAD STREET - PRESERVATION RESTRICTION PRESERVATION RESTRICTION AGREEMENT
Between the I I I III 1 I IIIE111111111111 IIIIIIIII
PICKERING FOUNDATION SO,ESSEX #112 Bk;41970 P9;308
02/01/2024 10:29 RSTR Ps 1/26
and the
CITY OF SALEM,MASSACHUSETTS
BY AND THROUGH THE SALEM HISTORICAL COMMISSION
THIS PRESERVATION RESTRICTION AGREEMENT is made this��day of I_e_o�rlt-2023
by and between the PICKERING FOUNDATION, located at 18 Broad Street, Salem,Massachusetts
("Grantor")and the CITY OF SALEM("Grantee"),a municipality duly organized under the laws of the
Commonwealth of Massachusetts and located in Essex County,Massachusetts,to be administered,
managed and enforced by its agent,the SALEM HISTORICAL COMMISSION, located at 98
Washington Street, Salem,Massachusetts,01970("Commission'),
WHEREAS,the Grantor is the owner of certain real property(hereinafter referred to as"the Property")
with improvements thereon known as the Pickering House(hereinafter referred to as "the House")and
Barn(hereinafter referred to as "the Barn",the House and Barn together being hereinafter referred to as
"the Buildings")located at 18 Broad Street, Salem,Massachusetts,the Property being more particularly
described in a deed dated December 28, 1950 from John Pickering to the Pickering Foundation and
recorded in Essex South Registry of Deeds in Book 3793,Page 141, and in Exhibit A attached hereto and
incorporated herein by this reference.
WHEREAS,the Buildings are described as follows,and also depicted in a set of eleven(11)photographic
images taken November, 2022,plus one(1)Google Maps photo image from November,2020,with
copies of said images attached hereto and incorporated herein by reference as Exhibit C:
The Pickering House,located at 18 Broad Street,is an extraordinary house of national significance,
illustrating the evolution of a First Period dwelling through periods of alterations in the seventeenth
through twentieth centuries. The House sits further back on its large comer lot than most of its neighbors.
It is a two-and-one-half-story building on a rectangular plan,with a two-story rear ell(N)extending from
a salt box section and a two-story gabled ell(W).The main block of the House is five bays wide by three
bays deep;the west ell extends one bay and the north ell is three bays deep.The House has a side gable
roof with a pair of front gables at the fagade; the roof is clad in asphalt shingles.A large,clustered column
center chimney(added during the 1841 alterations)rises at the roof ridge; an interior chimney exists at the
end of the western ell.The foundation is composed of granite and fieldstone below ground; above ground,
it is brick except for west elevation which is rough square-cut granite.The walls are clad in matched
boards(fagade)and clapboards.The flat-roofed projecting center-entry porch has a balustrade above. It
contains a glazed panel door and a single hooded 4/4 sash.Windows have 6/6 sash with heavy bracketed
hoods on the south, east,and west facades of the original rectangular Gothicized portions of the house.
The House is located to the east of the SW corner of Broad and Pickering Streets.The House sits behind
an ornamental Gothic Revival quatrefoil/trefoil-wooden Fence featuring six finial-capped large
ornamental spired posts. Elsewhere on the property,there is an ornamental wooden Acorn Fence and a
plethora of differently styled fences and brick walls throughout the half-acre property
South Elevation
On the south elevation of the House,hoods at the fagade(S)extend across two windows each. Other
features include deep eaves and cornice returns with large modillions,wooded finials atop gabled peaks,
circular windows beneath front gables,and matched board siding. A repeated use of circular"porthole"
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type accent windows and round-top features harmonized the ca. 1841 improvements of the House with
improvements on the Barn.
East Elevation
The east elevation of the House is three bays deep. All 6/6 windows are hooded,with the exception of
one small 6/9 window to the north of the chimney at ground level and one hood that extends over two
windows.Access to the first floor on the east side is through a three-sectioned entry—a glass door
flanked by wide sidelights —all three with eight panes,with a projecting cantilevered balcony(no longer
accessible, as door replaced with window)featuring a Gothic quatrefoil/trefoil balustrade.A tall chimney
protrudes at the north end of the facade.
The rear two-story kitchen ell features a covered porch encircling the kitchen entrance and a rectangular
bay window featuring a 5/7 paned picture window and two small 115 side panels.A bulkhead accesses the
basement to the south of the porch,with one small 4/4 window next to the bulkhead providing light to the
small powder room.
To the rear of the salt box facing north,at ground level,are two 6/6 windows with shutters and,on the
second story,two conjoined 6/6 windows with a single shutter abutting the kitchen ell.
North Elevation
The north elevation is complicated.Its predominant feature is a gabled two-bay,two-story back kitchen
ell,tied into the north-facing salt box roof,with a covered porch to the east and one small 6/6 window at
ground level and an enclosed chimney at the north end. Windows feature wooden shutters—pairs or
single—with some exceptions. The kitchen ell sits upon a brick foundation.
To the west side of the kitchen ell is a brick terrace with a granite surround which is accessed by a three-
step wooden stairway with ornamental iron railings.The terrace leads to the garden with a single large
granite stone and a brick demi-lune landing.
There is a small projecting ell above the staircase to the terrace with a single 8-lite door and 8-pane
windows on either side.Also at the ground level, facing west,there are two 8-pane windows and above,
two 4/4 windows. On the second story, facing north,there are three windows: the center is 6/6 and the
surrounding windows are 4/4. There are bracketed Gothic hoods at both the first and second stories.The
windows at the first and second story are partially shuttered.
West Elevation
On the west side addition near the northwest corner of the House is a two-story projecting bay window of
transitional Queen Anne and Colonial Revival design that has 45-degree angled windows at the corners
and a projecting triangular pediment on top that overhangs those corners.To the south of the facade(W)
are four symmetrical windows with bracketed hoods and heavy windowsills,two each at the ground and
second stories. At the third story,there is a single 6/6 paned window with a bracketed hood aligned with
the roof peak and the two windows below it.The foundation on the west side of the House consists of
large pieces of rough-hewn granite and three window/entry points.
Barn
A Gothic Revival style Barn,presumably reconstructed during the 1841 House alterations, stands
northeast of the House. It is a 1 1/2-story structure,three bays wide by two bays deep, with a side gable
roof clad in asphalt shingles. Its center bay consists of double stable doors set in an arched opening. The
outer bays consist of a single door(W)and window(E),each set in arched openings.Notable features
include: vertical matched board siding on the facade and east side(partially repaired at ground level);
clapboards on the west and north sides of the Barn; a tracked sliding barn door on the north side; drip
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molds at doorways; circular blind openings; and deep eaves.Windows primarily consist of 6/6 sash(not
operational)with a 12 pane window on the second story(N).
WHEREAS,due to their historical and architectural significance,the Buildings and the Property are a
contributing resource to the Chestnut Street Historic District, listed in the National Register of Historic
Places on August 28, 1973,are included in the McIntire Local Historic District established by the City of
Salem on March 3, 1981, and as a result of the foregoing are included in the State Register of Historic
Places. Historically significant for their architecture,associations and/or archaeology,the Buildings and
Property qualify for perpetual preservation restrictions under Massachusetts General Laws,Chapter 184,
Sections 31, 32 and 33; and
WHEREAS, Grantor and Grantee recognize the architectural,historic, and cultural values(hereinafter
"preservation values")and significance of the Buildings and the Property and have the common purpose
of preserving the aforesaid preservation values and significance of the exterior of the Buildings and the
Property; and
WHEREAS,the preservation values of the Buildings and the Property are documented in a series of
photographs and documents (hereinafter, 'Baseline Documentation")incorporated herein and attached
hereto as by reference as Exhibit A,B and C,which Baseline Documentation the parties agree provides
an accurate representation of the Buildings and Property as of the date of this grant; and
WHEREAS,the Baseline Documentation(Exhibits A,B and C)shall consist of the following:
Exhibit A. Legal Property Description
Exhibit B.Assessors' Parcel Map Detail of Parcel 25-0434
Exhibit C. Set of twelve(12)Baseline Photographs November,2020 and November, 2022
WHEREAS,the Buildings are in need of preservation and restoration; and
WHEREAS,upon the recommendation of the Community Preservation Committee and approved as
Project by the City Council,the sum of Eighty Thousand Dollars ($80,000)from the Community
Preservation Fund("Funds")was appropriated for the purpose of funding a grant for the restoration of the
facade of the Pickering House, including matched board tongue-and-groove siding,repair or replace sills,
trim,window head covers, foyer roofing and other Gothic features of the facade, and other Gothic
features on the remaining sides of the Pickering House and Barn; and
WHEREAS,the Grantor and the Grantee have reached an Agreement whereby the Grantee shall provide
the Funds so appropriated to the Grantor to be expended for the preservation and renovation of the
aforementioned Buildings,under the terms and conditions set forth herein and in such other documents as
the parties may execute,and the Grantor agrees to accept such Funds to be used exclusively for such
purposes and under such terms and conditions("Restriction" or"Preservation Restriction");
WHEREAS,the Grantor in further consideration of the receipt of such Funds and to ensure the
preservation of the aforementioned Buildings agrees and desires,to impose certain restrictions,
obligations and duties upon itself, its successors and assigns, so as to maintain,protect and preserve the
architectural and historical integrity of the Buildings;
WHEREAS,the preservation of the Buildings and Property is important to the public for the enjoyment
and appreciation of its architectural and historical heritage and serves the public interest in a manner
consistent with the purposes of the Act; and
WHEREAS,the Commission is authorized to accept preservation restrictions in the name of the City of
Salem and the Commission is a governmental body duly organized under the laws of the Commonwealth
of Massachusetts,including the General Laws,Chapter 40C,authorized and directed by the Grantee to
manage the Property and Buildings burdened by such restrictions, consistent with the provisions of the
Act and to administer and enforce this preservation restriction;
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NOW THEREFORE, for good and valuable consideration,the receipt of which is hereby acknowledged,
the Grantor does hereby irrevocably grant and convey to the Grantee in gross in perpetuity this Restriction
over the Property and exteriors of the Buildings to be administered,managed and enforced by the
Commission.
1.Purpose: It is the Purpose of this Restriction to assure that,the architectural,historic,and cultural
features of the exteriors of the Buildings will be retained and maintained forever substantially in its
current condition or in a restored condition approved by the Commission for preservation purposes and to
prevent any use of or change to the Property or the exteriors of the Buildings that will significantly impair
or interfere with the preservation values of the Buildings or Property or alter views of the exteriors of the
Buildings.
2. Preservation Restriction: The Grantor grants the Grantee the right to forbid or limit:
a. any alteration to the appearance,materials,workmanship,condition or structural stability of the
exteriors of the Buildings unless(i)clearly of a minor nature and not affecting the characteristics
which contribute to the architectural or historical integrity of the Buildings and the Property,or
(ii)the Grantee has previously determined that it will not impair such characteristics after
reviewing plans and specifications submitted by Grantor in accordance with the requirements of
paragraph 7,which determination shall not be unreasonably withheld, or(iii)required by casualty
or other emergency promptly reported to Grantee in accordance with the requirements of
paragraph 9.For the purposes of this Agreement,interpretation of what constitutes alterations of a
minor nature and ordinary in and repair is governed by the Restriction Guidelines,
which are attached hereto as Exhibit D and hereby incorporated herein by reference.
b. any other act that may be harmful to the historic preservation of the structural integrity or
exteriors of the Buildings or the Property.
3.Restriction as to Expenditure of Funds: Subject to Paragraph 2 and the terms and conditions of this
Restriction and such other terms and conditions as the Commission may reasonably impose to accomplish
the purposes of this Restriction,the Grantor shall expend such Community Preservation Funds to
rehabilitate and restore the Buildings.
4.1.Grantor's Covenants: Covenant to Maintain. Subject to Paragraph 2 and the terms and conditions of
this Restriction and such other terms and conditions as the Commission may reasonably impose to
accomplish the purposes of this Restriction,the Grantor covenants and agrees at all times to maintain the
Buildings in the same structural condition and state of repair to that existing following the substantial
completion of restoration work to be completed as a result of the expenditure of Community Preservation
Funds. Grantor's obligation to maintain shall require replacement,repair, and reconstruction by Grantor
whenever necessary to preserve the exteriors of the Buildings. Subject to the casualty provisions of
paragraphs 9 and 10,this obligation to maintain shall require replacement,rebuilding,repair,and
reconstruction of the Buildings whenever necessary in accordance with the policies and procedures of the
Commission and in accordance with The Secretary of the Interior's Standards for the Treatment of
Historic Properties with Guidelines for Preserving,Rehabilitating,Restoring,and Reconstructing Historic
Buildings(36 CFR 67 and 68), as these may be amended from time to time(hereinafter the "Secretary's
Standards").
4.2. Grantor's Covenants: Prohibited Activities. The following acts or uses are expressly forbidden except
as otherwise conditioned in this paragraph:
a. the Buildings shall not be demolished,removed,or razed except as provided in Paragraphs 9
and 10;
b. the dumping of ashes,trash,rubbish, or any other unsightly or offensive materials not
contained in a receptacle for that purpose is prohibited on the Property near the Buildings;
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C. no above-ground utility transmission lines,except those reasonably necessary for the existing
Buildings,may be created on the Property, subject to utility easements already recorded;
d. no additions and/or outbuildings may be attached to the Buildings without prior approval of
the Grantor; and
e. moving either of the Buildings to another location shall be forbidden without prior approval
of the Commission.
5. Conditional Richts Requiring Grantee Approval: Subject to Paragraph 4 and the terms and conditions
of this Restriction and such other terms and conditions as the Commission may reasonably impose to
accomplish the purposes of this Restriction,the Grantor shall not alter the exteriors of the Buildings
without prior express written approval of the Commission.Without said approval Grantor shall not make
any changes to the exteriors of the Buildings,including the alteration,partial removal, construction,
remodeling,or other physical or structural change,including permanent signs,and any change in material
or color or any change to the footprint, size,mass,ridge-line,and rooflines of the Buildings. Grantor shall
similarly not make any alterations to the surrounding Property that would obscure the current views of the
Buildings, such as the installation of permanent signage or trees or very large shrubs without approval of
the Commission.
Activities by Grantor to maintain the Buildings and the Property which are intended to be performed in
accordance with the provisions of paragraph 4.1,and which are of a minor nature, shall not require the
prior approval of the Commission.For the purposes of this section, interpretation of what constitutes
ordinary maintenance of a minor nature is governed by the Restriction Guidelines(Exhibit D).
6. Grantor's Reserved Riuhts Not Requiring Further Approval by the Grantee: Subject to the provisions
of paragraphs 2 and 4.2,the following rights,uses,and activities of or by Grantor on, over, or under the
Property are permitted by this Restriction and by the Commission without further approval by the
Commission:
a. the right to engage in all those acts and uses that:
(i) are permitted by governmental statute or regulation;
(ii) do not substantially impair the preservation values of the Buildings and Property;and
(iii) are not inconsistent with the Purpose of this Restriction;
b. pursuant to the provisions of Paragraph 4.1,the right to maintain and repair the Buildings
strictly according to the Secretary's Standards. As used in this sub-paragraph,the right to
maintain and repair shall mean the use by the Grantor of in-kind materials and colors, applied
with workmanship comparable to that which was used in the construction or application of
those materials being repaired or maintained,for the purpose of retaining in good condition
the appearance and construction of the exteriors of the Buildings. The right to maintain and
repair as used in this sub-paragraph shall not include the right to make changes in appearance,
materials,workmanship from that existing prior to the maintenance and repair without the
prior approval of the Commission in accordance with the provisions of Paragraph 5;
7.Review of Grantor's Requests for Approval: Grantor shall submit to the Commission for the
Commission's approval of those conditional rights set out at Paragraphs 2 and 5 and two copies of
information(including plans, specifications, and designs where appropriate)identifying the proposed
activity with reasonable specificity.In connection therewith, Grantor shall also submit to the Commission
a timetable for the proposed activity sufficient to permit the Commission to monitor such activity.Within
sixty(60) days of the Commission's receipt of any plan or written request for approval hereunder,the
Commission shall certify in writing that(a) it approves the plan or request,or(b)it disapproves the plan
or request as submitted,in which case the Commission shall provide Grantor with written suggestions for
modification or a written explanation for the Commission's disapproval. Any failure by the Commission
to act within sixty(60)days of receipt of Grantor's submission or resubmission of plans or requests shall
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be deemed to constitute approval by the Commission of the plan or request as submitted and to permit
Grantor to undertake the proposed activity in accordance with the plan or request submitted, so long as
the request sets forth the provisions of this section relating to deemed approval after the passage of time,
provided that nothing herein shall be construed to permit Grantor from undertaking any of the activities
prohibited hereunder.
8. Standards for Review: In exercising any authority created by this Restriction to inspect the Buildings;
to review any construction,alteration,repair,or maintenance; or to review casualty damage or to
reconstruct or approve reconstruction of the Buildings following casualty damage,the Commission shall
apply the Secretary's Standards.
9. Casualty Damage or Destruction: In the event that Buildings or Property shall be damaged or destroyed
by fire, flood,windstorm, hurricane, earth movement or other casualty,Grantor shall notify the
Commission in writing within fourteen(14)days of the damage or destruction, such notification including
what,if any, emergency work has already been completed.No repairs or reconstruction of any type,other
than temporary emergency work to prevent further damage to the Buildings and Property and to protect
public safety, shall be undertaken by Grantor without the Commission's prior written approval of the
work.Within sixty(60)days of the date of damage or destruction, if required by the Commission,
Grantor at its expense shall submit to the Commission a written report prepared by a qualified restoration
architect and an engineer who are acceptable to the Grantor and the Commission,which report shall
include the following:
a. an assessment of the nature and extent of the damage;
b. a determination of the feasibility of the restoration of the Buildings and/or reconstruction
of damaged or destroyed portions of the Buildings; and
C. a report of such restoration/reconstruction work necessary to return the Buildings to the
condition existing at the date hereof or the condition subsequently approved by the
Commission.
10. Review After Casualty Dama_,e or Destruction: If,after reviewing the report provided in Paragraph 9
and assessing the availability of insurance proceeds after satisfaction of any mortgagee's/lender's claims
under paragraph 11, Grantor and the Commission agree that the Purpose of the Restriction will be served
by such restoration/reconstruction,Grantor and the Commission shall establish a schedule under which
Grantor shall complete the restoration/reconstruction of the Buildings in accordance with plans and
specifications consented to by the parties up to at least the total of the casualty insurance proceeds
available to Grantor.
If,after reviewing the report and assessing the availability of insurance proceeds after satisfaction of any
mortgagee's/lender's claims under paragraph 11,Grantor and the Commission agree that
restoration/reconstruction of the Buildings is impractical or impossible,or agree that the Purpose of the
Restriction would not be served by such restoration/reconstruction, Grantor may,with prior written
consent of the Commission,alter, demolish,remove or raze the Buildings,and/or construct new
improvements on the Property, and Grantor and Grantee may agree to seek to extinguish this Restriction
in accordance with the laws of the Commonwealth of Massachusetts and paragraph 23 hereof.
If, after reviewing the report and assessing the availability of insurance proceeds after satisfaction of any
mortgagee's/lender's claims under paragraph 11,Grantor and the Commission are unable to agree that the
Purpose of the Restriction will or will not be served by such restoration/reconstruction, the matter may be
referred by either party to binding arbitration and settled in accordance with the Commonwealth of
Massachusetts arbitration statute then in effect,and all other applicable laws,rules,regulations, and
ordinances.Arbiter shall have experience in historic preservation matters.
11. Insurance: Grantor shall keep the Buildings insured by an insurance company rated"A"or better by
Best's or equivalent rating agency with minimum coverage in the amount of Two Million Dollars
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($2,000,000)against loss from the perils commonly insured under standard fire and extended coverage
policies and comprehensive general liability insurance against claims for personal injury, death and
property damage. Grantor shall deliver to the Commission,within ten(10)business days of the
Commission's written request thereof,certificates of such insurance coverage.Provided, however,that
whenever the Property is encumbered with a mortgage or deed of trust nothing contained in this
paragraph shall jeopardize the prior claim, if any, of the mortgagee/lender to the insurance proceeds.
12.Indemnification: Grantor hereby agrees to pay,protect, indemnify,hold harmless and defend, at its
own cost and expense, Grantee,its boards, commissions, appointees, agents,directors, employees, or
independent contractors from and against any and all claims,liabilities, expenses,costs,damages, losses
and expenditures(including attorneys' fees and disbursements hereafter incurred)arising out of or in
connection with injury to or death of any person as a result of the existence of this Restriction; physical
damage to the Buildings;the presence or release in, on,or about the Property, at any time, of any
substance now or hereafter defined,listed, or otherwise classified pursuant to any law, ordinance or
regulation as a hazardous,toxic,polluting or contaminating substance; or other injury or other damage
occurring on or about the Buildings;unless such injury,death,or damage is caused by Grantee or its
boards, commissions, appointees, agents,directors,employees,or independent contractors.In the event
that Grantor is required to indemnify Grantee pursuant to the terms of this paragraph,the amount of such
indemnity,until discharged, shall constitute a lien on the Property with the same effect and priority as a
mechanic's lien.
13. Written Notice: Any notice which either Grantor or Grantee may desire or be required to give to the
other party shall be in writing;
Grantor: Pickering Foundation
18 Broad Street
Salem,MA 01970
Grantee: Salem Historical Commission
c/o City of Salem
Department of Planning&Community Development
98 Washington Street
Salem,MA 01970
Each party may change its address set forth herein by a notice to such effect to the other party.
14.Evidence of Compliance: Upon request by Grantor, Grantee shall promptly furnish Grantor with
certification that,to the best of Grantee's knowledge,Grantor is in compliance with the obligations of
Grantor contained herein, or that otherwise evidence the status of this Restriction to the extent of
Grantee's knowledge thereof.
15. Inspection: With the consent of Grantor, Grantee or its representatives shall be permitted at reasonable
times to inspect the Buildings and the Property on an annual basis. Grantor covenants not to withhold
unreasonably its consent in determining dates and times for such inspections.
16. Grantee's Remedies: The Grantor, for itself,its assigns and successors, expressly acknowledges that a
violation of this Preservation Restriction Agreement,including a failure to expend such Funds for their
intended purposes,may result in the Commission exercising its right to enforce the terms and conditions
of the Restriction by seeking appropriate legal and equitable relief, including,but not limited to,
restoration of the Buildings, repayment of the Funds,and such other legal and equitable remedies as may
be available to the Commission to effectuate the purposes of this Restriction and to enforce the Grantor's
obligations hereunder.
In the event Grantor is found to have violated any of its obligations, Grantor shall reimburse Grantee for
any costs or expenses incurred in connection with Grantee's enforcement of the terms of this Restriction,
including all court costs, and attorneys',architectural,engineering, and expert-witness fees. Grantor shall,
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at its own expense and with approval of Commission,reverse any actions or activities which violated this
restriction and altered the Buildings.
Nothing in this Restriction shall impose upon the Commission any duty to maintain or require that the
Buildings be maintained in any particular state or condition,notwithstanding the Commission's
acceptance hereof. Enforcement of the terms of this Preservation Restriction shall be at the discretion of
the Commission.Any election by the Commission as to the manner and timing of the exercising of its
right to enforce this Preservation Restriction or otherwise exercise its rights hereunder shall not be
deemed or construed to be a waiver of such rights. By its acceptance of this Preservation Restriction,the
Commission does not assume any liability or obligation relating to the condition of the Buildings or the
Property, including compliance with hazardous materials or other environmental laws and regulations.
17.Notice from Government Authorities: Grantor shall deliver to Grantee copies of any notice of
violation or lien relating to the Buildings or Property received by Grantor from any government authority
within five(5)days of receipt by Grantor.Upon request by Grantee, Grantor shall promptly furnish
Grantee with evidence of Grantor's compliance with such notice or lien where compliance is required by
law.
18.Notice of Proposed Sale: Grantor shall promptly notify Grantee in writing of any proposed sale of the
Property and provide the opportunity for Grantee to explain the terms of the Restriction to potential new
Grantors prior to sale closing.
19. Runs with the Land: Except as provided in Paragraphs 9 and 10,the restrictions, obligations and
duties set forth in this Restriction shall run with the Property and shall inure to the benefit of the
Commission and all parties claiming by,through or under the Commission and shall bind the Grantor and
all parties claiming by,through or under the Grantor.The rights hereby granted to the Commission
constitute the perpetual right of the Commission to enforce this Preservation Restriction Agreement.The
Grantor hereby covenants for itself to stand seized and hold title to the Property subject to the terms of
this Restriction.This Restriction shall extend to and be binding upon Grantor and Grantee,their
respective successors in interest and all persons hereafter claiming under or through Grantor and Grantee,
and the words "Grantor", "Grantee"when used herein shall include all such persons.Any right,title,or
interest herein granted to Grantee also shall be deemed granted to each successor and assign of Grantee
and each such following successor and assign thereof,and the word"Grantee" shall include all such
successors and assigns.
Anything contained herein to the contrary notwithstanding,Grantor of the Property shall have no
obligation pursuant to this instrument where such Grantor shall cease to have any Grantorship interest in
the Property by reason of a bona fide transfer. The restrictions, stipulations and covenants contained in
this Restriction shall be inserted by Grantor,verbatim or by express reference,in any subsequent deed or
other legal instrument by which Grantor divests itself of either the fee simple title to or any lesser estate in
the Property or any part thereof, including by way of example and not limitation,a lease of all or a portion
of the Property.
20. Assi_nment: Grantee may convey, assign, or transfer this Restriction to a unit of federal,state,or local
government or to a similar local, state,or national charitable corporation or trust that qualifies under the
Act, and whose purposes, inter alia,the preservation of buildings or sites of historical significance.
Grantor shall give prior written approval of such conveyance,assignment,or transfer by Grantee, such
approval not to be unreasonably withheld.
21. Alternate Designee: Grantee may, at its discretion,remove and replace the Commission as its
designee to administer,manage, and enforce this Restriction,provided that any new designee is qualified
as such under the Act and other applicable law.
22.Recording and Effective Date: Grantee shall do and perform at its own cost all acts necessary to the
prompt recording of this Restriction which shall become effective upon its being duly executed by the
Grantor,the City of Salem,and the Salem Historical Commission, its being approved by the
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Massachusetts Historical Commission, and its being recorded with the Southern Essex District Registry
of Deeds.
23.Extin�1uishment: Grantor and Grantee hereby recognize that an unexpected change in the conditions
surrounding the Property may make impossible the continued Grantorship or use of the Property for the
Purpose of this Restriction and necessitate extinguishment of the Restriction. Such a change in conditions
may include,but is not limited to,partial or total destruction of the Buildings resulting from casualty.
Such an extinguishment must meet all the requirements of the Act for extinguishment, including
approvals following public hearings by the City of Salem and the Massachusetts Historical Commission
to determine that such extinguishment is in the public interest. In the event of a sale of the Property,net
proceeds of sale shall be paid to Grantor.
24.Condemnation: If all or any part of the Property is taken under the power of eminent domain by
public, corporate, or other authority,or otherwise acquired by such authority through a purchase in lieu of
a taking, Grantor and Grantee shall join in appropriate proceedings at the time of such taking to recover
the full value of those interests in the Property that are subject to the taking and all incidental and direct
damages resulting from the taking.All expenses reasonably incurred by Grantor and Grantee in
connection with such taking shall be paid out of the recovered proceeds. Such recovered proceeds shall be
paid to Grantor.
25. Intert)retation: The following provisions shall govern the effectiveness,interpretation,and duration of
the Restriction:
a. Any rule of strict construction designed to limit the breadth of restrictions on alienation or use of
the Property shall not apply in the construction or interpretation of this Restriction and this
instrument shall be interpreted broadly to affect its Purpose and the transfer of rights and the
restrictions on use contained herein.
b. This instrument may be executed in two counterparts, one of which is to be retained by Grantor
and the other, after recording,to be retained by Grantee. In the event of any disparity between the
counterparts produced,the recorded counterpart shall in all cases govern. Except as provided in
the preceding sentence, each counterpart shall constitute the entire Restriction of the parties.
c. This instrument is made pursuant to the Act,but the invalidity of such Act or any part thereof
shall not affect the validity and enforceability of this Restriction according to its terms, it being
the intent of the parties to agree and to bind themselves,their successors and their assigns in
perpetuity to each term of this instrument whether this instrument be enforceable by reason of any
statute,common law or private Restriction either in existence now or at any time subsequent
hereto.
d. Nothing contained herein shall be interpreted to authorize or permit Grantor to violate any
ordinance or regulation relating to building materials,construction methods or use.In the event of
any conflict between any such ordinance or regulation and the terms hereof Grantor promptly
shall notify Grantee of such conflict and shall cooperate with Grantee and the applicable
governmental entity to accommodate the purposes of both this Restriction and such ordinance or
regulation.
If any court or other tribunal determines that any provision of this instrument is invalid or unenforceable,
such provision shall be deemed to have been incorporated herein automatically to conform to the
requirements for validity and enforceability as determined by such court or tribunal. In the event any
provision invalidated is of such a nature that it cannot be modified,the provision shall be deemed deleted
from this Preservation Restriction as though it had never been included herein. In either case,the
remaining provisions of this instrument shall remain in full force and effect.
26. Amendment: If circumstances arise under which an amendment to or modification of this Restriction
would be appropriate,Grantor and Grantee may by mutual written agreement jointly amend this
9
Restriction,provided that no amendment shall be made that will adversely affect the qualification of this
Restriction or the status of Grantee under any applicable law.Any such amendment shall be consistent
with the protection of the preservation values of the Property and the Purpose of this Restriction; shall not
affect its perpetual duration; shall not permit any private inurement to any person or entity; and shall not
adversely impact the overall architectural and historic values protected by this Restriction. Any such
amendment shall be effective when the requirements of the Act with respect to amendments have been
met and the amendment is recorded in the Southern Essex District Registry of Deeds.Nothing in this
paragraph shall require Grantor or Grantee to agree to any amendment or to consult or negotiate regarding
any amendment.
27.Release: This Preservation Restriction is intended to be a restriction in gross in perpetuity and may
only be released, in whole or in part,by the Grantee pursuant to the procedures for release established by
the Act and otherwise by law, including approvals following public hearings by the City of Salem and the
Massachusetts Historical Commission to determine that such a release is in the public interest.
28.Archaeological Activities: The conduct of archaeological activities on the Property, including without
limitation survey,excavation, and artifact retrieval,may occur only following the submission pf an
archaeological field investigation plan prepared by the Grantor and approved in writing by the Grantee
and the State Archaeologist of the Massachusetts Historical Commission(M.G.L. C. 9, Sec. 27C,950
C.M.R. 70.00).
10
IN WITNESS WHEREOF,the Grantor sets its hand and seal this Z 3 day of d r;r-��--, 2023.
By:
GRANTOR:
Pickering Foundation
Timothy Pickering, Jr.
President
STATE OF MARYLAND
Baltimore, ss.
On this 2S"day of� ,2023,before me,the undersigned notary public,personally appeared
Timothy Pickering, Jr., proved to me through satisfactory evidence of identification, which was curre river
iensc (a current U.S. passport)(my personal knowledge of the identity of the principal),to be the person whose
name is signed on e preceding or attached document, and acknowledged tome that s/he signed it voluntarily for
its stateVary
'
blic �,.•�'"�~� "'�
M Commission Expires: of/;/�y7 SYREF
Y P oMµ.
•,�N�
� � pIlB1.SG i
Deborah Jackso
Treasurer
COMMONWEALTH OF MASSACHUSETTS
Essex,ss.
On this;day of ,2023, before me,the undersigned notary public, personall i appeared
Deborah Jackson,proved to me through satisfactory evidence of identification, which was iver s
icense urrent U.S. passport)(my personal knowledge of the identity of the principal),to be the person whose
name is signed on the preceding or attached document, and acknowledged to me that s/he signed it voluntarily for
its stated purposes.
3ul10►P 6LIC
�om�r,wealth 0f
tary Public Ma n �Explres
MY Co iri 029
My Commission Expires: `
11
ACCEPTANCE BY THE SALEM HISTORICAL COMMISSION
(f,-raurence Spang, duly authonze
Chair, Salem Historical Commission
COMMONWEALTH OF MASSACHUSETTS
Essex,ss.
On this 4th day of December ,2023 before me,the undersigned notary public,personally appeared
Laurence Spang,proved to me through satisfactory evidence of identification,which was(a current
driver's license) (my personal knowledge of the identity of the principal), to be
the person whose name is signed on the preceding or attached document, and acknowledged to me that
s/he signed it voluntarily for its stated purposes as duly authorized Chair of the Salem Historical
Commission.
Notary P
My Co ssion Expires:
��N � NEViLLE�
L.
* Notary Public
COMMONWEALTH OF MASSACHUSETTS i
My Commission Expires
November 15,E 4�
12
ACCEPTANCE AND APPROVAL BY THE CITY OF SALEM
I,the undersigned City Clerk of the City of Salem,Massachusetts,hereby certify that at a meeting duly
held on 11/16/23 ,the City Council voted to approve and accept the foregoing Preservation
Restriction Agreement for the preservation of the historic resources of said City and being in the public
interest pursuant to Massachusetts General Laws Chapter 184, Section 32. by a roll call vote of 10 yeas,
0 nays and 1 absent
By its Clerk
Ilene Simons
City Clerk
The undersigned hereby certifies that the foregoing preservation restrictions have been approved and
accepted by the City of Salem
�- I �4
Dominick Pangallo
Mayor
COMMONWEALTH OF MASSACHUSETTS
Essex,ss.
On this day of �J eMn .2r,,2023,before me,the undersigned notary public,personally
appeare a Simons,proved to me through satisfactory evidence of identification,which my sons
(Sac
e e identity of the principal,to be the person whose name is signed on the preceding or
ac ied document,and acknowledged to me that s/he signed it voluntarily for its stated purposes as Clerk
of the City of Salem.
Maureen Elizabeth Fisher ��� -�-�
UfNotary Public — ����
COMMONWEALTH OF MASSACHUSETTS �Notary Public
My Commission Expires My Commission Expires:
July 15,2027
COMMONWEALTH OF MASSACHUSETTS
Essex,ss.
1il
On thisA t day of 6v ern b-�V,2023,before me,the undersigned notary public,personally
appeared D ' 'ck Pangallo,proved to me through satisfactory evidence of identification,which was
m ersonal knowled e o e identity of the principal,to be the person whose name is signed on the
preceding or attached document,and acknowledged to me that she signed it voluntarily for its stated
purposes as Mayor of the City of Salem.
411L
Notary Public
My Commission Expires:
Maureen Elizabeth Fisher
r Notary Public
COMMONWEALTH OF MASSACHUSETTS
My Commission"Expires 13
July 15,2027
APPROVAL BY THE MASSACHUSETTS HISTORICAL COMMISSION
COMMONWEALTH OF MASSACHUSETTS
The undersigned Executive Director and Clerk of the Massachusetts Historical Commission hereby
certifies that foregoing preservation restriction has been approved pursuant to Massachusetts General
Law,chapter 184, section 32.
MASSACHUSETTS HISTORICAL COMMISSION Brona Simon
Executive Director and Clerk
COMMONWEALTH OF MASSACHUSETTS
Suffolk, ss.
On this IdJ day of .9b,cm 1x ,2023,before me,the undersigned notary public,personally
appeared Brona Simon proved to me through satisfactory evidence of identification,which was(a-event
liewwE) (a currant T T C Passpo t) (my personal knowledge of the identity of the principal),to be
the person whose name is signed on the preceding or attached document,and acknowledged to me that
she signed it voluntarily for its stated purposes.
,,,'ppun►►a N.nqoQ►►„
v12 e;�--
v
.-0
'SS101V
Notary Public
My Commission Expires: *. ?
r
JOSHUA N. DORIN •���� �TM��gge,P`G,,`.
�-� Notary Public �`'��,OT�4RY PV��`��•
Commonwealth of Massachusetts ��krt►n�uu����N��
My Commission Expires
September 13, 2028
14
EXHIBIT A
Legal Property Description
The land in Salem, together with the Mansion House and other buildings thereon, situated No. 18
Broad Street as the numbering now is, and bounded and described as follows:
SOUTHEASTERLY by said Broad Street 194 feet;
SOUTHWESTERLY by other land of the grantor 115 feet;
NORTHWESTERLY by other land of the grantor 194 feet;
NORTHEASTERLY by land formerly of Blake,now of Wiswall, 115 feet.
Source: Southern Essex District Registry of Deeds, Book 3793, Page 141.
15
EXHIBIT B
Salem Assessors' Parcel Map 25-0434
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16
EXHIBIT C
Baseline Photographs
All Photos by City of Salem staff, November, 2022, unless otherwise specified.
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Photo#1:View of house and barn front(south)elevations, Broad Street
Google Maps, November, 2020
17
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Photo#2:View of front(South)fagade, Broad Street
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Photo#3:View of front (South) and East facades, Broad Street
18
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Photo#4:View of East elevation
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Photo#5:View of South (front) and West facades, Broad Street
19
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Photo of West fagade, .. . Street
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• alp�l�. IF++ - . =b�i";'J'�+�'" ~=��"�=L�°'�`:�t,t�,1.�•�� �I�l��f � }' ..�
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Photo#9:View of Barn west fagade
22
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Photo#10:View of Barn,South and East facades
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Photo#11:View of Barn,South facade
23
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Photo#12:View of Barn, north facade
Provided by Pickering Foundation, November,2022
24
EXHIBIT D
RESTRICTION GUIDELINES
The purpose of the Restriction Guidelines is to clarify paragraph three of the terms of the preservation
restriction, which deals with alterations to the Property. Under this section permission from the SALEM
HISTORICAL COMMISSION(COMMISSION)is required for any major alteration.Alterations of a minor
nature,which are part of ordinary maintenance and repair,do not require COMMISSION review.
In an effort to explain what constitutes a minor alteration and what constitutes a major change,which must be
reviewed by the COMMISSION, the following list has been developed. By no means is this list
comprehensive: it is only a sampling of some of the more common alterations,which may be contemplated
by the property owner.
PAINT
Minor-Exterior hand scraping and repainting of non-decorative and non-significant surfaces as part
of periodic maintenance.
Major - Painting or fully stripping decorative surfaces or distinctive stylistic features including
murals, stenciling,ornamental woodwork, stone,masonry,decorative or significant original stucco
or plaster.
WINDOWS AND DOORS
Minor - Regular maintenance including caulking, painting and necessary reglazing. Repair or
in-kind replacement of existing individual decayed window parts.
Major-Wholesale replacement of units;change in fenestration or materials;alteration of profile or
setback of windows. The addition of storm windows is also considered a major change; however,
with notification it is commonly acceptable.
EXTERIOR
Minor - Spot repair of existing cladding and roofing including in-kind replacement of clapboards,
shingles, slates,etc.
Major-Large-scale repair or replacement of cladding or roofing. Change involving inappropriate
removal or addition of materials or building elements(i.e.removal of chimneys or cornice detailing;
installation of architectural detail which does not have a historical basis); altering or demolishing
building additions; spot repointing of masonry. Structural stabilization of the property is also
considered a major alteration.
LANDSCAPE/OUTBUILDINGS
Minor - Routine maintenance of outbuildings and landscape including lawn mowing, pruning,
planting,painting,and repair.
Major - Moving or subdividing buildings or property; altering of property; altering or removing
significant landscape features such as gardens, vistas, walks, plantings, walls, fences; ground
disturbance affecting archaeological resources.
HEATING/AIR CONDITIONING/ELECTRICAL/PLUMBING SYSTEMS
Minor-Repair of existing systems.
25
Major-Installing or upgrading systems which will result in major exterior appearance changes(i.e.
exterior ducts, piping, ventilators. HVAC units); the removal of substantial quantities of original
materials in the course of construction.
Changes classified as major alterations are not necessarily unacceptable. Under the preservation restriction
such changes must be reviewed by the COMMISSION and their impact on the historic integrity of the property
assessed.
It is the responsibility of the property owner to notify the COMMISSION in writing when any major
alterations are contemplated. Substantial alterations may necessitate review of plans and specifications.
The intent of the preservation restriction is to enable the COMMISSION to review proposed alterations and
assess their impact on the integrity of the building,not to preclude future change.COMMISSION will attempt
to work with property owner to develop mutually satisfactory solutions,which are in the best interests of the
Property.
26