Council ActionMAYOR
SIGNED
Other recorded action without a published tally.
Official action detail
Source: LegislationDetail.aspx · gridLegislation
Full Bill
WHEREAS, the City of Philadelphia (the "City") has, pursuant to Bill 000722-A, approved certain leases providing for the development, financing, construction and operation of a new, modern, high-quality baseball park by The Phillies, a Pennsylvania limited partnership (the "Phillies") within the City; and
WHEREAS, the City has, pursuant to Bill 000721-A, approved certain leases providing for the development, financing, construction and operation of a new, modern, high-quality football stadium by Philadelphia Eagles Limited Partnership, a Delaware limited partnership (the "Eagles") within the City; and
WHEREAS, in cooperation with the City, Philadelphia Authority for Industrial Development ("PAID") has undertaken as a project the design, development, construction, financing and operation of such a ballpark and such a football stadium; and
WHEREAS, the Leases authorized and approved pursuant to and as part of Bills 000721-A and 000722-A, respectively, provide for the execution and delivery by the City of certain Non-Disturbance Agreements with the Phillies and the Eagles, and with lenders making one or more leasehold mortgage loans secured by the respective leasehold interests of the Phillies and the Eagles in the leaseholds and improvements constituting the new ballpark and the new football stadium; and
WHEREAS, the execution and delivery of Non-Disturbance Agreements by fee owners such as the City is a customary and appropriate aspect of transactions of the nature of those approved pursuant to Bills 000721-A and 000722-A; now, therefore,
THE COUNCIL OF THE CITY OF PHILADELPHIA HEREBY ORDAINS:
SECTION 1. The Director of Commerce and Commissioner of Public Property, on behalf of The City of Philadelphia (the "City"), are hereby authorized to execute and deliver one or more Non-Disturbance Agreements, substantially in the form of Exhibit "A-1" attached hereto (each, a "Non-Disturbance Agreement") and hereby made a part hereof, with certain parties, including but not limited to The Phillies, a Pennsylvania limited partnership (the "Phillies") and certain parties which may accept leasehold mortgages upon the leasehold interests of the Phillies in certain parcels of land owned by the City, all in connection with the development, financing, construction and operation of a new baseball park by the Phillies and a new football stadium by the Eagles pursuant to City Council Bills 000722-A and 000721-A (the "Bills"). The authorization set forth in the Bills to the Director of Commerce and the Commissioner of Public Property to execute and deliver certain Non-Disturbance Agreements with the Phillies and Philadelphia Eagles Limited Partnership, a Delaware limited partnership (the "Eagles") and certain parties which may accept leasehold mortgages upon the respective leasehold interests of the Phillies or the Eagles, which Non-Disturbance Agreements shall be substantially in the form of Exhibit "A-1" attached hereto as to the Phillies, and Exhibit "A-2" attached hereto, as to the Eagles, is hereby ratified and confirmed in all respects. The Non-Disturbance Agreements authorized hereby and by the Bills are authorized with respect to the City's right, title and interest, as fee owner or otherwise, in any lands leased to the Phillies and the Eagles by PAID pursuant to the leases authorized and approved pursuant to the Bills and forming a part thereof, and with respect to certain lands which may hereafter be leased to the Phillies, as described in Exhibit "B" attached hereto and hereby made a part hereof, comprising generally the present site of Veterans Stadium at the northeast corner of Broad street and Pattison avenue, and the site of the North Lot, adjacent thereto.
SECTION 2. The City Solicitor is hereby authorized to review and to approve any Non-Disturbance Agreement and any other instruments or documents necessary to effectuate this Ordinance, which instruments and documents shall contain such terms and conditions as the City Solicitor shall deem necessary or appropriate to protect the interests of the City. The City Solicitor is further authorized to amend any Non-Disturbance Agreement and any other documents in any manner consistent with the terms of this Ordinance. The City Solicitor is hereby authorized to include in the Non-Disturbance Agreement such other terms and provisions as he shall deem necessary or appropriate in connection with the transactions described in this Ordinance.
SECTION 3. The Clerk of City Council shall keep on file for public inspection all Exhibits referred to in this Ordinance.
SECTION 4. This Ordinance shall take effect immediately.
End
Exhibit "A-1"
Form of Non-Disturbance Agreement - Phillies
NON-DISTURBANCE AGREEMENT
THIS NON-DISTURBANCE AGREEMENT dated as of the ________ day of _____________________, 2001, by and among THE CITY OF PHILADELPHIA, a corporation and body politic of the Commonwealth of Pennsylvania, (the "City"), and THE PHILLIES, a Pennsylvania limited partnership (the "Phillies").
BACKGROUND
A. The City, as landlord, and the Authority, as tenant, are parties to a certain Ground Lease Agreement dated ________, 2001 (the "Ground Lease") of certain land described on Exhibit "A" attached hereto (the "Phillies Broad & Pattison Land");
B. The Authority, as landlord, and The Phillies, as tenant, are parties to a certain Sublease and Development Agreement dated __________, 2001 (said Sublease and Development Agreement, as the same may be amended in accordance with applicable law, being hereinafter referred to as "Phillies Lease"), which Phillies Lease pertains to the Phillies Stadium Premises as defined in the Phillies Lease; and
C. The parties desire to set forth herein certain agreements which they have made related to the Ground Lease and the Phillies Lease.
NOW, THEREFORE, the parties hereto for good and valuable consideration, the receipt of which is hereby acknowledged, and in consideration of the mutual promises, covenants and agreements herein contained, and intending to be legally bound hereby, promise, covenant and agree as follows:
1. The City, in its capacity as landlord under the Ground Lease, hereby consents to and approves the execution and delivery of the Phillies Lease, and further acknowledges and agrees that the exercise and performance of the rights and obligations of the Authority and The Phillies pursuant to the Phillies Lease in accordance with terms of the Phillies Lease shall not be construed as a breach of any of the provisions of the Ground Lease.
2. The City, for itself, and its successors and assigns, as well as for any subsequent Owner of the Phillies Stadium Premises (a "Subsequent Owner") and any subsequent holder of any interest of the landlord pursuant to the Ground Lease (a "Subsequent Holder"), do hereby covenant and warrant with and for the benefit of The Phillies, that in the event of the expiration or earlier termination the Ground Lease or the surrender thereof, whether voluntary, involuntary, by the Authority, by operation of law or otherwise, prior to the expiration of the Term (as defined in the Phillies Lease) of the Phillies, including all renewal options and rights available to the Phillies under the Phillies Lease, so long as the Phillies Lease remains in effect in accordance with its terms and has not been terminated:
(a) The Phillies Lease and all rights created thereunder shall remain in full force and effect; the City and all Subsequent Owners and Subsequent Holders shall recognize and give full effect to the Phillies Lease and The Phillies' rights thereunder; and whichever of the City, any Subsequent Owner or any Subsequent Holder becomes the holder of the interest of the landlord in the Phillies Lease (hereinafter a "Successor Landlord") will be deemed to be in direct privity of estate and contract with The Phillies under the Phillies Lease with the same force and effect as though the Phillies Lease was originally made by the Successor Landlord in favor of The Phillies.
(b) upon such expiration or earlier termination or surrender of the Ground Lease, the Successor Landlord will assume the obligations of the Authority under the Phillies Lease and shall be bound by the terms, conditions and agreements set forth therein, with the same force and effect as if the Successor Landlord were the original landlord thereunder, provided, however, the Successor Landlord shall not be bound by any rent or additional rent which The Phillies may have paid for more than the current year to any landlord (other than the Authority).
3. Upon such expiration or earlier termination of the Ground Lease, The Phillies, for itself, its successors and assigns, agree to attorn to and to recognize the Successor Landlord as its landlord for the balance of the term of the Phillies Lease and all renewal terms thereof which The Phillies choose to exercise in accordance with the terms and provisions thereof.
4. This Agreement shall inure to the benefit of and shall be binding upon The Phillies and their respective successors and assigns.
5. This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania
[THE BALANCE OF THIS PAGE LEFT INTENTIONALLY BLANK]
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written
APPROVED AS TO FORM: THE CITY OF PHILADELPHIA
__________________________ By: ________________________________
City Solicitor , Director of Commerce
By: ________________________________
, Commissioner of Public
Property
THE PHILLIES
By: ________________________________
General Partner, President and
Chief Executive Officer
Attest: _____________________________
Secretary
STATE OF PENNSYLVANIA :
:ss
COUNTY OF PHILADELPHIA :
On this, the ____ day of , 2001, before me, a Notary Public in and for the Commonwealth of Pennsylvania, the undersigned officer, personally appeared ________________________ who acknowledged (himself)(herself) to be the Director of Commerce of THE CITY OF PHILADELPHIA, a corporation and body politic existing under the laws of the Commonwealth of Pennsylvania and that (he)(she), being authorized to do so, executed the foregoing Non-Disturbance Agreement for the purposes therein contained on behalf of the said CITY OF PHILADELPHIA, a corporation and body politic existing under the law of the Commonwealth of Pennsylvania, as such Director of Commerce.
IN WITNESS WHEREOF, I hereunto set my hand and Notarial seal.
My Commission Expires: _____________________________
NOTARY PUBLIC
[NOTARIAL SEAL]
STATE OF PENNSYLVANIA :
:ss
COUNTY OF PHILADELPHIA :
On this, the ____ day of , 2001, before me, a Notary Public in and for the Commonwealth of Pennsylvania, the undersigned officer, personally appeared ________________________ who acknowledged (himself)(herself) to be the Commissioner of Public Property of THE CITY OF PHILADELPHIA, a corporation and body politic existing under the laws of the Commonwealth of Pennsylvania and that (he)(she), being authorized to do so, executed the foregoing Non-Disturbance Agreement for the purposes therein contained on behalf of the said CITY OF PHILADELPHIA, a corporation and body politic existing under the laws of the Commonwealth of Pennsylvania, as such Commissioner of Public Property.
IN WITNESS WHEREOF, I hereunto set my hand and Notarial seal.
My Commission Expires: _____________________________
NOTARY PUBLIC
[NOTARIAL SEAL]
STATE OF PENNSYLVANIA :
:ss
COUNTY OF PHILADELPHIA :
On this, the ____ day of , 2001, before me, a Notary Public in and for the Commonwealth of Pennsylvania, the undersigned officer, personally appeared ________________________ who acknowledged himself to be the Chairman of the PHILADELPHIA AUTHORITY FOR INDUSTRIAL DEVELOPMENT and that he, being authorized to do so, executed the foregoing Non-Disturbance Agreement for the purposes therein contained on behalf of the said PHILADELPHIA AUTHORITY FOR INDUSTRIAL DEVELOPMENT, as such Chairman.
IN WITNESS WHEREOF, I hereunto set my hand and Notarial seal.
My Commission Expires: _____________________________
NOTARY PUBLIC
[NOTARIAL SEAL]
STATE OF PENNSYLVANIA :
:ss
COUNTY OF PHILADELPHIA :
On this, the ____ day of , 2001, before me, a Notary Public in and for the Commonwealth of Pennsylvania, the undersigned officer, personally appeared ________________________ who acknowledged himself to be the General Partner of THE PHILLIES, a Pennsylvania limited partnership, and that he, being authorized to do so, executed the foregoing Non-Disturbance Agreement for the purposes therein contained on behalf of the said THE PHILLIES, a Pennsylvania limited partnership, by signing his name as its General Partner.
IN WITNESS WHEREOF, I hereunto set my hand and Notarial seal.
My Commission Expires: _____________________________
NOTARY PUBLIC
[NOTARIAL SEAL]
Exhibit "A-2"
Form of Non-Disturbance Agreement - Eagles
NON-DISTURBANCE AGREEMENT
THIS NON-DISTURBANCE AGREEMENT dated as of the ________ day of _________________, 2001, by and among THE CITY OF PHILADELPHIA, a corporation and body politic existing under the laws of the Commonwealth of Pennsylvania (the "City"), the PHILADELPHIA AUTHORITY FOR INDUSTRIAL DEVELOPMENT, a body politic and corporate existing under the laws of the Commonwealth of Pennsylvania (the "Authority"), and the PHILADELPHIA EAGLES LIMITED PARTNERSHIP, a Delaware limited partnership (the "Eagles").
BACKGROUND
The City, as landlord, and the Authority, as tenant, are parties to a certain Ground Lease
Agreement dated ____________, 2001 (the "Ground Lease") of certain land described on
Exhibit "A" attached hereto (the "Eagles Stadium Land");
The Authority, as landlord, and the City, as tenant, are parties to a certain Prime Lease dated
____________, 2001 (the "Prime Lease"), which Prime Lease pertains to the Eagles Stadium
Land and all improvements now or hereafter constructed thereon (said Eagles Stadium Land and
improvements being hereinafter collectively referred to as the "Eagles Stadium Premises");
The City, as landlord, and the Authority, as tenant, are parties to a certain Lease-Back Lease
Agreement dated ____________, 2001 (the "Lease-Back Lease"), which Lease-Back Lease
pertains to the Eagles Stadium Premises (the Ground Lease, the Prime Lease and the Lease-Back
Lease being hereinafter collectively referred to as the ("City/Authority Leases");
The Authority, as landlord, and the Eagles, as tenant, are parties to a certain Sublease and
Development Agreement of even date herewith (said Sublease and Development Agreement, as
the same may be amended in accordance with applicable law, being hereinafter referred to as the
"Eagles Lease"), which Eagles Lease pertains to the Eagles Stadium Premises; and the parties
desire to set forth herein certain agreements which they have made related to the City/Authority
Leases and the Eagles Lease.
NOW, THEREFORE, the parties hereto for good and valuable consideration, the receipt of which is hereby acknowledged, and in consideration of the mutual promises, covenants and agreements herein contained, and intending to be legally bound hereby, promise, covenant and agree as follows:
1. The City and the Authority, in their capacities as the holders of all interests of the landlord and the tenant pursuant to each of the City/Authority Leases, hereby consent to and approve the execution and delivery of the Eagles Lease, and further acknowledge and agree that the exercise and performance of the rights and obligations of the Authority and the Eagles pursuant to the Eagles Lease in accordance with the terms of the Eagles Lease shall not be construed as a breach of any of the provisions of any of the City/Authority Leases.
2. The City and the Authority, for themselves, their respective successors
and assigns, as well as for any subsequent owner of the Eagles Stadium Premises (a "Subsequent Owner") and any subsequent holder of any interest of the tenant or the landlord pursuant to any of the City/Authority Leases (a "Subsequent Holder"), do hereby covenant and warrant with and for the benefit of the Eagles, that in the event of the expiration or earlier termination of any of the City/Authority Leases or the surrender thereof, whether voluntary, involuntary, by the City or by the Authority, by operation of law or otherwise, prior to the expiration of the Term (as defined in the Eagles Lease) of the Eagles Lease, including all renewal options and rights available to the Eagles under the Eagles Lease, so long as the Eagles Lease remains in effect in accordance with its terms and has not been terminated:
(1) the Eagles Lease and all rights created thereunder shall remain in
full force and effect; the City and the Authority and all Subsequent Owners and Subsequent Holders shall recognize and give full effect to the Eagles Lease and the Eagles' rights thereunder; and whichever of the City, the Authority, any Subsequent Owner or any Subsequent Holder becomes the holder of the interest of the landlord in the Eagles Lease (hereinafter a "Successor Landlord") will be deemed to be in direct privity of estate and contract with the Eagles under the Eagles Lease with the same force and effect as though the Eagles Lease was originally made by the Successor Landlord in favor of the Eagles;
(2) upon such expiration or earlier termination or surrender of any of
the City/Authority Leases, the Successor Landlord will assume the obligations of the Authority under the Eagles Lease and shall be bound by the terms, conditions and agreements set forth therein, with the same force and effect as if the Successor Landlord were the original landlord thereunder, provided, however, the Successor Landlord shall not be bound by any rent or additional rent which the
Eagles may have paid for more than the current year to any landlord (other than the Authority).
Upon such expiration or earlier termination of any of the
City/Authority Leases, the Eagles, for itself, its successors and assigns, agree to attorn to and to recognize the Successor Landlord as its landlord for the balance of the term of the Eagles Lease and all renewal terms thereof which the Eagles choose to exercise in accordance with the terms and provisions thereof.
This Agreement shall inure to the benefit of and shall be binding upon
the City, the Authority, the Eagles and their respective successors and assigns.
D. This Agreement shall be governed by and construed in accordance with
the laws of the Commonwealth of Pennsylvania.
[THE BALANCE OF THIS PAGE LEFT INTENTIONALLY BLANK.]
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written.
APPROVED AS TO FORM: THE CITY OF PHILADELPHIA
________________________ By: ______________________________
City Solicitor , Director of Commerce
By: ______________________________
,
Commissioner of Public Property
PHILADELPHIA AUTHORITY FOR
INDUSTRIAL DEVELOPMENT
By:_______________________________
Chairman
By:_______________________________
Secretary
PHILADELPHIA EAGLES LIMITED
PARTNERSHIP
By: Philadelphia Eagles, Inc.,
as General Partner
By: ____________________________
Attest:_________________________
STATE OF PENNSYLVANIA :
:ss
COUNTY OF PHILADELPHIA :
On this, the ____ day of , 2001, before me, a Notary Public in and for the Commonwealth of Pennsylvania, the undersigned officer, personally appeared ________________________ who acknowledged (himself)(herself) to be the Director of Commerce of THE CITY OF PHILADELPHIA, a corporation and body politic existing under the laws of the Commonwealth of Pennsylvania and that (he)(she), being authorized to do so, executed the foregoing Non-Disturbance Agreement for the purposes therein contained on behalf of the said CITY OF PHILADELPHIA, a corporation and body politic existing under the law of the Commonwealth of Pennsylvania, as such Director of Commerce.
IN WITNESS WHEREOF, I hereunto set my hand and Notarial seal.
My Commission Expires: _____________________________
NOTARY PUBLIC
[NOTARIAL SEAL]
STATE OF PENNSYLVANIA :
:ss
COUNTY OF PHILADELPHIA :
On this, the ____ day of , 2001, before me, a Notary Public in and for the Commonwealth of Pennsylvania, the undersigned officer, personally appeared ________________________ who acknowledged (himself)(herself) to be the Commissioner of Public Property of THE CITY OF PHILADELPHIA, a corporation and body politic existing under the laws of the Commonwealth of Pennsylvania and that (he)(she), being authorized to do so, executed the foregoing Non-Disturbance Agreement for the purposes therein contained on behalf of the said CITY OF PHILADELPHIA, a corporation and body politic existing under the laws of the Commonwealth of Pennsylvania, as such Commissioner of Public Property.
IN WITNESS WHEREOF, I hereunto set my hand and Notarial seal.
My Commission Expires: _____________________________
NOTARY PUBLIC
[NOTARIAL SEAL]
STATE OF PENNSYLVANIA :
:ss
COUNTY OF PHILADELPHIA :
On this, the ____ day of , 2001, before me, a Notary Public in and for the Commonwealth of Pennsylvania, the undersigned officer, personally appeared ________________________ who acknowledged himself to be the Chairman of the PHILADELPHIA AUTHORITY FOR INDUSTRIAL DEVELOPMENT and that he, being authorized to do so, executed the foregoing Non-Disturbance Agreement for the purposes therein contained on behalf of the said PHILADELPHIA AUTHORITY FOR INDUSTRIAL DEVELOPMENT, as such Chairman.
IN WITNESS WHEREOF, I hereunto set my hand and Notarial seal.
My Commission Expires: _____________________________
NOTARY PUBLIC
[NOTARIAL SEAL]
STATE OF PENNSYLVANIA :
:ss
COUNTY OF PHILADELPHIA :
On this, the ____ day of , 2001, before me, a Notary Public in and for the Commonwealth of Pennsylvania, the undersigned officer, personally appeared ________________________ who acknowledged himself to be the (Vice) President of Philadelphia Eagles, Inc., itself the General Partner of PHILADELPHIA EAGLES LIMITED PARTNERSHIP and that he, being authorized to do so, executed the foregoing Non-Disturbance Agreement for the purposes therein contained on behalf of the said PHILADELPHIA EAGLES LIMITED PARTNERSHIP, by signing the name of its General Partner, the said Philadelphia Eagles, Inc., as such (Vice) President.
IN WITNESS WHEREOF, I hereunto set my hand and Notarial seal.
My Commission Expires: _____________________________
NOTARY PUBLIC
[NOTARIAL SEAL]
Exhibit "B"
Legal Descriptions of Veterans Stadium, North Lot
Parcel 1
Northeast Corner of Broad Street and Pattison Avenue (Veterans Stadium)
All that certain lot or piece of ground, situate in the 39th Ward of The City of Philadelphia and described according to a Plan Properties made by James P. Vesey Surveyor and Regulator of Second Survey District, dated January 10, 2001, as follows:
Beginning at a point of intersection of the Easterly side of Broad Street (300' wide) and the Northerly side of Pattison Avenue (120' wide); Thence extending, N 14 ? 30' 00" E, along the Easterly side of said Broad Street, partly along the Easterly side of a SEPTA Easement and partly crossing the bed of a 64' wide Access Easement and partly crossing a variable width driveway, the distance of 1145.159' to a point in the said driveway and within the bed of said 64' wide Access Easement; Thence extending, S 75? 30' 00" E, along the line in said driveway and partly through said 64' wide Access Easement and crossing the bed of a certain 60' wide Right of Way for public utilities purposes which extends Northwardly to Geary Street (60' wide) and Southwardly to a dead end, the distance of 1206.541' to a point in the bed of a second variable width driveway; Thence extending, S 14? 30' 00" W, along a line within the bed the last mentioned driveway, the distance of 1145.159' to a point on the Northerly side of said Pattison Avenue; Thence extending, N 75? 30' 00" W along the Northerly side of said Pattison Avenue and partly along the Northerly side of said SEPTA Easement, the distance of 1206.541 to a point on Easterly side of said Broad Street, being the first mentioned point and place of beginning.
Area; 1,381,681 sq. feet or 31.71903 Acres
Parcel 2
NORTH LOT
Subject to an official survey and plan beginning at an interior point located the two following courses and distances from the intersection of the East side of Broad Street (300 feet wide) and the North side of Pattison Avenue (120 feet wide):
1) along Broad Street North 14 degrees 30 minutes 00 seconds East 1145.159 feet to a point in the bed of a driveway access easement (64 feet wide);
2) South 75 degrees 30 minutes 00 seconds East through the access easement 596.396 feet to a point of beginning on the East side of the access easement;
thence from the point of beginning North 14 degrees 30 minutes 00 seconds East along the East side of an access easement (70 feet wide) crossing a Right-of-Way for drainage and public utility purposes 255.341 feet to a point on the line of the Vets Practice Fields; thence along the Vet Practice Fields the following four courses and distances:
1) South 75 degrees 30 minutes 00 seconds East 122.668 feet to a point;
2) North 14 degrees 30 minutes 00 seconds East 371.500 feet to a point;
3) South 75 degrees 30 minutes 00 seconds East 99.352 feet to a point;
4) North 14 degrees 30 minutes 00 seconds East 424.000 feet to a point;
on the south side of Packer Avenue (86 feet wide); thence South 75 degrees 30 minutes 00 seconds East along said side of Packer Avenue 523.480 feet to a point of curve; thence along a line curving to the right with a radius of 1758.929 feet and an arc distance of 221.596 feet to a point of tangent; thence South 68 degrees 16 minutes 54 seconds East 170.340 feet to the West side of 10th Street (108 feet wide); thence along said side of 10th Street South 14 degrees 30 minutes 00 seconds West crossing the head of a Right-of-Way for drainage purposes 2160.656 feet to a point on the North side of Pattison Avenue; thence along said side of Pattison Avenue (120 feet wide) North 75 degrees 30 minutes 00 seconds West 525.355 feet to a point in the bed of a driveway; thence along a line in the bed of a driveway North 14 degrees 30 minutes 00 seconds East 1145.159 feet to a point; thence along a line in the bed of a driveway North 75 degrees 30 minutes 00 seconds West 610.145 feet to the point and place of beginning.
Subject to a City drainage Right-of-Way.
Containing in total area 37.7296242 Acres.
Excluding and excepting therefrom the following parcel:
WEST PARCEL
ALL THAT CERTAIN lot or piece of ground Situate in the Thirty-Ninth Ward of the City of Philadelphia bounded on the east by the westerly side of 10th Street (one hundred eight feet wide), on the north by the southerly side of Hartranft Street (extended eastwardly to 7th Street), on the west by the easterly side of 11th Street (extended northwardly to Hartranft Street (extended eastwardly to 7th Street)) and on the south by the northerly side of Pattison Avenue (one hundred twenty feet wide).
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