HOST COMMUNITY AGREEMENT FOR THE SITING OF A. MARIJUANA RETAIL ESTABLISHMENT. INTHE CITY OF NORTHAMPTON ‘Tis Agreement (the “Agreement” entered into this __ day of March, 2018 by nd between the CITY NORTHAMPTON, eting by nd Through its Mayor, with offices at 210 Main Street, Northampton, Massachusetts 01060 Cte City) and New England ‘Treatment Access, LLC, a duly organized Massachusetts limite ability corporation with principal office address ofS Forge Parkway, Franklin, Massachests 02038 ("he Company"), WHEREAS, the Company operates a Registered Marijuana Dispensary ("RMD") as that tem, indefined by 105 CMA 725, at 118 Conz Stet inthe City (the "Premises”) in accordance with lations issued by the Commonwealth of Massachusetts Department of Public Health "DPH) and pursuant to « Host Community Agreement with the City dated January 2016 (2016 HCA") and WHEREAS, the Company wishes to expand the current RMD operation atthe Premises by Aequirng a license to operate asa marijuana retailer as that term is cefinedinG. Le. 94G and the regulations of the Cannabis Control Commision, 935 CMR 500 ("he Real [Enablishment); and WHEREAS, tis Second Host Community Agreement, which shal be in addition to ad not In ieu of the 2016 HCA, shall constitute the spulations of responsibilities berwean the City ‘andthe Company pursuant to G. Lc. 4G, § 3, as amended by Stu 2017 85, §25 forthe ‘Company's operations as a marijuana retailer inthe City; and [NOW THEREFORE, in consideration ofthe provisions ofthis Agreement and other good and valuable consdertion, the receipt of which is hereby acknowledged, the parties agree as follows: 1, Community Impact, ‘The City anticipates tat, asa result ofthe Company's operation ofthe Retail Establishment, the City wil incur additional expenses and impact upoa its road system, law enforcement, inspectional services, permiting service, administrative services and public eal services, in addition to potential addtional unforeseen impacts upon the City. Accordingly, inorder o mitigate the dret and indirect financial impact upon the City and use of City resourees, the Company agree to annually pay & community impact, fee tothe City, inthe amounts and under the terms provided herein (the "Annual Payments"), iss2. Annual Payment ‘Inthe event that the Company obtains a Final License, or such other license andlor approval as may be required, forthe operation ofthe Retail Establishment inthe City by ‘he Mastachusetts Cannabis Control Commission (the "CCC", o such ater state licensing or monitorng authority, asthe ease may be, and receives eny and all necessary and required permits, licenses andlor approvals required bythe City, and atthe expiration ‘of any nal appeal period related thereto, aid mater not being appealed further, which Said permit, lense, and/or approval allow the Company to locate, occupy and operate the Retail Establishment inthe City (the “Opening”, then the Company agrees to provile te following Annual Payment foreach year tis Agreement i in effect; provided, however, that if the Company fais to secure any such ater license andr approval as may be required, o ny of required municipal approval, the Company shall reimburse the (City frit legal fees astocated with the negotiation of this Agreement 4 Compary shal make Annual Payments in an amount equal to tree percent (G94) of gross revenue from retail manjuana product eles as thor terms ae defined i935 CMR S00, atthe Retail Establishment ‘The Conpany shall make the Annual Payments quarterly each calendar year cn the I" of January, April, July and October begining onthe Hirst of such ates afer the ihe Opening 3. Mariluana Education and Prevention Programs, ‘The Company, in ation to anyother payments specified herein, conirms that it shall snnually voluntarily contribute to non-profit entity or eats in an amount no less than ten thousand dollars ($10,000) forthe purposes of marjuana education and prevention programs to promote sae, legal and responsible use (the “Annual Donations"). The ‘ueaton programs shall beheld inthe City. Prior to the selection of a non-profit entity rogram fortis purpose, the Company wil review thei intentions with the City, acting through its Mayor,» ensure thatthe proposed programming is consistent with community needs, The Annu! Donations shall not be considered par ofthe Annual Payment tothe City. Documentation ofthe Annual Donations shal be made in eccordance withthe ‘Annual Payment sctedule set forth in Paragraph 2. In the event that no non-profit entity ‘an offer the appropiate programming tothe City, the contribution shall be pa othe City to old ina restricted fund fr rlease upon mutual and writen agreement of the Company and City nce an eligible non-profit program is identified, 4. Annual Fin, Company shall notify the Cy when the Company commences sles pursuant to statute and regulation, at the Retail Establishment and shall submit annual nancial statements to the City on or before May 1 which shall include certiation of gross sles fr the ‘previous calendar year, endall ober information and corroborating documentation ‘egured to ascertain compliance withthe terme ofthis Agreement. The Company shall provide the City srt the same access t its financial records (tobe rested as confident, to the extent allowed by law) a it is required by the Commonwealth to obtain and 2‘maintain pursuant fo its marijuana retailer icense forthe Retail Establishment fom the ccc. ‘The Company shall mainain its books, financial records and anyother data related to its finances and operations in accordance with standard accounting practices and any applicable regulations and guidelines promulgated by the CCC. ll records shall be reined fora period of atleast seven (7) yeas. 5. Re-Opener/Review, In he event thatthe Company enters int a host community agreement fora Reta Marjuana Establishment with another municipality in the Commonwealth of Massachusets that contains terms that are superior o what tbe Company agrees to provide the City pursuant to tis Agreement, then the paris shall reopen this Agreement nd negotiate an amendment resulting in benefits othe City equivalent or superior to those provided to the other municipal 6% Local Taxes, Atal times during the Term of this Agreement, property, oth real and personal, owned or ‘operated by the Company salle treated as taxable and all applicable eal erate and pesonal property taxes for that property shall be pad either dicctly by the Company or DoyitsIndlor, and neither the Company nor its landlord shall objector otherwise chullenge the toxability of such property and shall not seek a non-profit exemption fom Pein such taxes. Notwithstanding the foregoing, () if real or personal property owned, leased or operated by the Company is determined to be non-axableopatally non tare, or Gi ifthe vale of such property is abated withthe effet of reducing or eliminating the tx which would otherwise be paid if assessed at fir cash value as defined ‘GL. c. 58, §38 or (it) i the Company is determined to be ented or subject to exemption with the effect of reducing or eliminating the tax which would otherwise be due ‘fot so exempted, then the Company shall pay tothe City an amount which when added tothe taxes, i ny, pad on such property, shall be equal othe taxes which would have been payable on such property at fai cath value and atthe otherwise applicable ex rats, if ‘hare bad been no abatement or exemption; this payment shall be in dation to the ‘payment made by the Company under Section? ofthis Agreement 7. Community Support and Adaiconal Obligations 1 Local Vendors —To the extent permissible bylaw, the Company will make every effor ina legal and non-discrminatory manner to hire or contract with local businesses, suppliers, contactors, builders and vendors inthe provision of| goods and services called for inthe construction, maintenance and continued operation ofthe Retail Establishment Employment — Except for senior management, and othe extent pemissible by law, the Company shall use good faith efforts to hire City resdens. 3 asso