54-10

54-10 February 23, 2010 RESOLUTION WHEREAS, Sunrise West Orange NJ Senior Living, LLC (“Sunrise”), a Delaware limited liability company, owns certain real property and any improvements located thereon located at 577 Mount Pleasant Avenue in West Orange, New Jersey (the “Property”) ; and WHEREAS, Sunrise desires to sell the Property; and WHEREAS, the Township of West Orange (the “Township”) desires to purchase the Property subject to certain terms and conditions set forth in the annexed Purchase and Sale Agreement (the “Agreement”); and WHEREAS, the Township is in the process of submitting all appropriate applications and documentation to the State of New Jersey Department of Environmental Protection Green Acres Program (“Green Acres”) for funding a portion of the cost to acquire the property; and WHEREAS, the Township has negotiated in good faith with Sunrise and reached an agreement to purchase the Property for $1,120,000; and WHEREAS, the Township Attorney has negotiated the annexed Agreement; and WHEREAS, the Chief Financial Officer of the Township has certified as to the availability of funds for the agreement; NOW, BE IT HEREBY RESOLVED BY THE TOWNSHIP COUNCIL OF THE TOWNSHIP OF WEST ORANGE that the Mayor be and hereby is authorized to execute a copy of the Agreement of Sale annexed hereto and the Municipal Clerk be and is hereby authorized to attest to the Mayor’s signature; and it further RESOLVED that the Mayor, Director of Planning and Development, Chief Financial Officer, Business Administrator, Municipal Engineer and Township Attorney be and hereby are authorized to take all steps reasonably necessary to finalize the acquisition of the Property. Karen J. Carnevale Honorable Susan McCartney Township Clerk Council President Adopted: February 23,2010 Approved as to form on the basis of the facts provided: Richard D. Trenk Township Attorney