Township Council Meeting — Agenda

y or by their duly authorized representative, set their hands and seals the day and year first above written. Remarkable Foods Hospitality, LLC Attest: __________________________ By:________________________ [Insert Name] [Insert Name] [Insert Title] The Township of West Orange Attest: __________________________ By:________________________ Karen J. Carnevale, R.M.C. John Gross, Business Administrator/ Chief Financial Officer

Remarkable Foods Hospitality, LLC 42 Jackson Drive Cranford, NJ 07016 June 20, 2022 The Township of West Orange 66 Main Street, Room 111 West Orange, NJ 07052 Attn: John Gross, Business Administrator/Chief Financial Controller Dear Mr. Gross, Please accept the following as an Addendum to the Letter A Agreement RF Township rcle, West Orange, NJ 07052 (the Parking Lot : The terms and conditions of the May 4, 2022 Agreement shall remain in full force and effect with the exception of Use of Parking Lot and Parking Fee which shall be amended as follows: Use of Parking Lot RF and its affiliates will have the right to use the Parking Lot 24 hours, 7 days per week. RF agrees to maintain the area of the Parking Lot in which hits Vehicles are parked, the dumpster and the port-A-john in a neat and sanitary condition throughout the Term to the extent caused by RF or its operations, and to dispose of all trash and debris resulting from its operations. Parking Fee The aggregate fee to use the Parking Lot as of the Effective Date will be $5,000 per month (pro-rated for any partial month) during the Term, to be paid monthly in advance. The fee is inclusive of all charges. Upon signing this Agreement, RF will pay the prorated fee due for the first month. The Township will continue to pay any taxes and utility bills during the Term and shall not pass-through any such charges to RF; it being understood that RF is not using any of the utilities at the building located at 10 Rooney Circle. Effective Date shall be defined as June 23, 2022. Township Council Approval This Agreement is subject to Township Council approval. If the Agreement is not approved, this Agreement shall be null and void except that RF shall pay the pro rata portion of the additional $2,000 per month from the Effective Date until notification of disapproval of this addendum.

IN WITNESS WHEREOF, the parties hereto have, either individually or by their duly authorized representative, set their hands and seals the day and year first above written. Remarkable Foods Hospitality, LLC Attest: ____________________________ By: _______________________________ Name Erica Downie Name and Title The Township of West Orange County Attest: ____________________________ By: _______________________________ Karen J. Carnevale, R.M.C. Robert D. Parisi, Mayor

183-22 July 19, 2022 RESOLUTION AUTHORIZING THE COLLECTOR OF TAXES TO REFUND PAYMENT TO THE LISTED TAXPAYER DUE TO A DUPLICATE PAYMENT OF 2022 ANNUAL SEWER CHARGE WHEREAS, certain West Orange property owner has made a duplicate payment for the 2022 annual sewer charge; WHEREAS, the Tax Collector of the Township of West Orange has indicated that such Taxpayers or their mortgage company are entitled to refunds to the extent of such overpayments; NOW, THEREFORE, BE IT RESOLVED by the Township Council of the Township of West Orange that the Tax Collector and the Treasurer of the Township of West Orange be and they are hereby authorized, empowered and directed to cause to be paid to the taxpayers on the attached list sums in full and final satisfaction of the overpayment of the 2022 annual sewer charge. Block Lot Name & Address Amount 155.11 6 Bryan & Gina Andes $355.06 21 Lancaster Terrace West Orange, NJ 07052 159.11 48 J. Castle & Frank Galgano $352.96 43 Sheridan Avenue West Orange, NJ 07052 TOTAL: $708.02 Karen J. Carnevale, R.M.C. Susan McCartney Municipal Clerk Council President Adopted: July 19, 2022 I hereby certify funds are available from: Account No./Amount John Gross, Chief Financial Officer

184-22 July 19, 2022 RESOLUTION WHEREAS, Kevin Malanga filed certain litigation against the Township of West Orange captioned Kevin Malanga v. Township of West Orange and Karen J. Carnevale, as Municipal Clerk asserting violations of the Open Public Records Act (“OPRA”) (the “Litigation”); and WHEREAS, the Litigation involved approximately thirty (30) emails by and between the Township’s attorneys and certain consultants who were hired with regard to the potential redevelopment of the existing library site; and WHEREAS, the Superior Court of New Jersey, Law Division granted summary judgment in favor of the Township and dismissed Mr. Malanga’s litigation with prejudice; and WHEREAS, Mr. Malanga appealed the Trial Court determination to the Superior Court of New Jersey, Appellate Division, Docket No. A-2287-19; and WHEREAS, on May 3, 2022, the Appellate Division issued a thirty (30) page Opinion which reversed the Trial Court’s Order granting the Township summary judgment and remanded for further proceeding; and WHEREAS, the time and expense of further litigation does not warrant the continued dispute process; and WHEREAS, the Township attorney has negotiated with Mr. Malanga’s counsel a global settlement of the Litigation for a payment of $15,000 which constitutes legal fees which Mr. Malanga’s counsel can seek under OPRA; and WHEREAS, the Township Law Department recommends approval of the settlement without any admission of wrongdoing or otherwise;

NOW HEREBY BE IT RESOLVED, BY THE TOWNSHIP COUNCIL OF THE TOWNSHIP OF WEST ORANGE that the Township be and is hereby authorized to enter into the settlement with the Township receiving a limited release and the payment of $15,000 to Mr. Malanga’s counsel, the Law Offices of Walter M. Luers, Esq. and dismissal of the Litigation and all claims therein with prejudice and without costs. BE IT FURTHER RESOLVED that the Limited Release and all other documents shall be available for inspection during normal business hours and in accordance with all applicable statutes. Karen J. Carnevale, R.M.C. Susan McCartney Municipal Clerk Council President Adopted: July 19, 2022 2 4819-0341-4755, v. 1

184-22 LIMITED RELEASE This Release and Settlement Agreement is made and entered on this 19th day of July, 2022 by KEVIN MALANGA for himself and his heirs, executors, administrators, successors and assigns (hereinafter individually and collectively referred to as "RELEASOR" or "YOU"): 1. For good and valuable consideration received and/or to be received as set forth below, the parties hereby knowingly and voluntarily release and forever discharge THE TOWNSHIP OF WEST ORANGE, its employees, agents and/or representatives, including but not limited to KAREN CARNEVALE, Individually and as Municipal Clerk for the Township of West Orange, and any and all of their respective heirs, executors, administrators, successors and assigns, (hereinafter individually and collectively referred to as the "RELEASEES")1 from any and all claims, demands, causes of action, and liabilities of any kind (upon any legal or equitable theory, whether contractual, common law, statutory, federal, state, local or otherwise, and including, but not limited to, any claims for attorney's fees, costs and disbursements of any kind) whether known or unknown, which RELEASOR now has, ever had, or hereafter may have, against RELEASEES based on any actual or alleged act, omission, transaction, practice, conduct, event or other matter occurring up to and including the date of this Release that arises out of RELEASOR’S February 12, 2019 OPRA request to RELEASEES and RELEASEES’ responses to that OPRA request and any other OPRA requests made by RELEASOR through the Effective Date2 of this Limited Release and all claims that were asserted in the matter captioned KEVIN MALANGA v. TOWNSHIP OF WEST ORANGE and KAREN CARNEVALE in her official capacity as Municipal Clerk and Records Custodian of 1 Hereinafter, RELEASOR AND RELEASEES shall be defined collectively as “Parties”. 2 Effective Date shall be defined as the date upon which the Township Council approves this Limited Release.

the Township of West Orange, filed with the Superior Court of New Jersey, Law Division, Essex County, bearing Docket No. ESX-L-002761-19, and the appeal of that matter bearing docket number A-002287-19 (hereinafter referred to as the “Civil Action”). 2. Representation. RELEASOR represents that he has no pending OPRA requests that are outstanding or give rise to any claims against the RELEASEES. 3. Settlement Proceeds. Provided that RELEASOR has executed and returned to Trenk Isabel Siddiqi & Shahdanian OC (hereinafter referred to as “RELEASEE’S COUNSEL”), this Release and the Stipulation set forth in Paragraph 4 below, no later than thirty (30) days after the filing of the Stipulation of Dismissal with prejudice concerning the Civil Action, the RELEASEES shall deliver to Walter M. Luers, Esq., Law Offices of Walter M. Luers, LLC3, 59 Whitenack Road, Basking Ridge, New Jersey 07920 (hereinafter referred to as “RELEASOR’S COUNSEL”), a check made payable to RELEASOR in the amount of $15,000.00 (fifteen thousand dollars and zero cents) (the “SETTLEMENT PROCEEDS”) in full satisfaction of all claims against all Parties. RELEASOR and RELEASOR’S COUNSEL warrant and represent that payment to Law Offices of Walter M. Luers, LLC is authorized by RELEASOR’S COUNSEL and that this payment shall resolve all claims of counsel fees and costs by RELEASOR and RELEASOR’S COUNSEL and Cohn Lifland Pearlman Herrmann & Knopf, LLP. 4. Production of Records: Upon filing of the Stipulation of Dismissal, RELEASORS shall produce to RELEASEES unredacted copies of all of the emails that were the subject of the Civil Action. 3 RELEASOR and his counsel represent and warrant that no other law firm or attorney has a claim with regard to the matters being released herein. 2

5. Dismissal with Prejudice. (a) RELEASOR shall execute the Stipulation of Dismissal dismissing the Civil Action with prejudice and without costs annexed hereto as Exhibit “A”. Upon Township Council approval of this RELEASE and full execution of same, the Parties agree that RELEASEES shall be authorized to file a Stipulation of Dismissal concerning the Civil Action and the pending Civil Action shall be dismissed with prejudice. 6. Open Public Records Act. The Parties recognize that the provisions of the Open Public Records Act shall apply to this Agreement. 7. Township Council Approval. This Release and Settlement Agreement is subject to approval by the Township Council of the Township of West Orange. 8. No Admission. The consideration provided, or to be provided, hereunder is not an admission of liability of any violation of any state, local or federal law by the RELEASOR, but instead is made to avoid the burden, expense, delay and uncertainties of litigation. RELEASEES expressly disclaim and deny any and all liability to RELEASOR. RELEASOR does not purport to be the prevailing party in this litigation. RELEASOR acknowledges and agrees that all allegations against the RELEASEES remain disputed, inconclusive and denied. There has been no finding by any court or agency that RELEASEES have violated any law. 9. RELEASOR agrees that, should any provision of this Release and Settlement Agreement require interpretation or construction, that the entity interpreting or construing this Release shall not apply a presumption against one party by reason of the rule of construction that a document is to be construed more strictly against the party who prepared the document. To the extent not preempted by federal law, this Release and Settlement Agreement and any claim or dispute arising out of or related to this Release and Settlement Agreement or the transactions 3

contemplated hereby, whether in contract, tort or otherwise, shall be governed by and construed in accordance with the laws of the State of New Jersey. 10. Should any provision of this Release and Settlement Agreement be declared or be determined by any court of competent jurisdiction to be illegal or invalid, the validity of the remaining parts, terms or provisions shall be affected thereby, and said illegal or invalid part, term, or provision shall be deemed not to be part of this Release. 11. This RELEASEE constitutes the complete agreement and understanding between RELEASOR and RELEASEES regarding the Civil Action and may be amended only in a writing signed by RELEASOR and RELEASEES. RELEASOR acknowledges that no representative of the RELEASEES has made any representation or promise concerning the terms or conditions of this Release and Settlement Agreement, other than those expressly set forth in this Release and Settlement Agreement. RELEASOR further acknowledges and agrees that this Release and Settlement Agreement shall supersede and replace previous contracts and Releases, if any, between RELEASOR and the RELEASEES (whether written or oral) which, as of the date of this Release and Settlement Agreement, shall have no further force or effect. 12. RELEASOR represents and warrants that no other person or entity has or has had any interest in the claims, demands, obligations, or causes of action referred to in this Release and Settlement Agreement; and that RELEASOR has the sole right and exclusive authority to sign this Release and Settlement Agreement and pay the sums specified in it; and that RELEASOR has not sold, assigned, transferred, conveyed or otherwise disposed of any of the claims, demands, obligations or causes of action referred to in this Release. RELEASOR further represents and warrants that no other lawyer, law firm or professional has been involved in the pursuit of these matters other than the Law Offices of Walter M. Luers, LLC and agrees that to 4