169-10 Contract

“Lessor’s Notice Address” means Township of West Orange, 66 Main Street, West Orange, NJ 07052, Attn: Business Administrator (973) 325- 4050 and Trenk, DiPasquale, Webster, Della Fera, Sodono, P.C., 347 Mt. Pleasant Avenue, Suite 300, West Orange, NJ 07042, Attn: Richard D. Trenk, Township Attorney. “Lessor’s Property” means those two (2) parcels of land located in the Township of West Orange, County of Essex, State of New Jersey, and being located at (i) 415 Valley Road, and (ii) Stagg Field, St. Cloud Avenue, as each of said two (2) parcels are listed and described in Exhibit “A” attached hereto. “Non-Defaulting Party” means the party to this Agreement that has not defaulted as provided for in Section 24 of this Agreement. “Rent” means the total consideration payable by Lessee to Lessor in exchange for the two (2) Leased Premises listed on Exhibit “A” and the eight (8) existing leases related to the Leased Premises that are listed on Exhibit “C” attached hereto, said Rent being in the amount of One Million Nine Hundred Twenty- Six Thousand Dollars ($1,926,000.00). Lessor’s Cooperation. During the Lease Term, Lessor shall: (i) cooperate with Lessee in its efforts to obtain all of the Approvals, including all appeals; and (ii) take no action that would adversely affect the Leased Premises. Lessor acknowledges that Lessee’s ability to use the Leased Premises is contingent upon Lessee obtaining and maintaining the Approvals. Additionally, Lessor shall cooperate with Lessee and its employees, representatives, agents, and consultants to prepare, execute, submit, file and present on behalf of Lessor building, permitting, zoning or land-use applications with the appropriate local, state and/or federal agencies legally necessary to obtain land use changes, special exceptions, zoning variances, conditional use permits, special use permits, administrative permits, construction permits, operation permits and/or building permits; provided however, that Lessor shall not incur or be responsible for any costs or expense of the approval process, including, but not limited to, Lessee’s legal, engineering, planner and other professional fees. Lessor shall not “knowingly” do or permit anything that will interfere with or negate any Approvals pertaining to the Improvements or Leased Premises or cause them to be in nonconformance with

l fees. Lessor shall not “knowingly” do or permit anything that will interfere with or negate any Approvals pertaining to the Improvements or Leased Premises or cause them to be in nonconformance with applicable local, state or federal laws. Lessor agrees to execute such documents as may be legally necessary to obtain and thereafter maintain the Approvals, and agrees to be named as the applicant for said Approvals. Lease Term. Effective as of the Commencement Date, Lessor leases the Leased Premises to Lessee for the Lease Term. Rent. On the Commencement Date, Lessee shall pre-pay the Rent for the Leased Premises. Except as otherwise provided in Sections 24 and 27, Lessor agrees that Lessee shall have no further liability or obligation whatsoever for any further rent payment to Lessor during the Lease Term and Lessor does hereby waive its right to declare a default or breach under this Agreement for non-payment of rent by Lessee. Leased Premises; Survey. In the event Lessee decides, in its sole discretion, to obtain a new survey of the Leased Premises, at no cost to the Lessor, Lessee shall provide Lessor with a copy of same, which shall replace and supersede the descriptions of the Leased Premises attached herreto as Exhibit “B”. The “as- built” survey shall be deemed to be incorporated into this Agreement as the new Exhibit “B” even if not physically affixed hereto. Lessee shall provide Lessor with copies of any reports, documents, drawings, and documents prepared during the Lease Term by or on behalf of Lessee related to the physical characteristics of the Leased Premises (e.g., survey, environmental reports, soil reports, and documents of a similar nature). PPAB 1693726v5 2 West Orange; BU878830