Title Documents submission

ak5715e60199 SIXTEENTH THAT the Proprietors, and each of them, do jointly and severally agree to indemnify, defend and hold harmless the Trustees, the Committee of Managers and the Advisory Committee from and against all claims, causes of action, liabilities, fines, penalties, costs and expenses {including reasonable attorneys’ fees and litigation costs) arising out of or relating to the performance of their respective duties hereunder or the exercise of their respective rights and obligations hereunder, excepting only those claims, causes of action, liabilities, fines, penalties, costs and expenses arising out of or relating to the gross negligence or willful misconduct of an indemnified party, in which case the indemnified party who was grossly negligent or engaged in such willful misconduct shall not be indemnified hereunder, but all other indemnified parties shall be indemnified hereunder. SEVENTEENTH: THAT the Committee of Managers obtain and keep in force at all times, as an expense of the operation, maintenance and management of Llewellyn Park, an insurance policy or policies with a good and solvent insurer or insurers insuring the obligations of the Proprietors pursuant to Paragraph Sixteenth hereof and all other risks as the Committee of Managers shall elect, in such amounts and upon such terms as the Committee of Managers shall reasonably elect. EIGHTEENTH: THAT the Proprietors by affirmative vote of eighty percent of all eligible votes shall have the right to amend and modify the Deed of Trust and this First Amendment to Indenture at any time and from time to time, subject to the terms of Paragraph Fourteenth hereof, which may not be modified or amended in any manner except to further restrict same, and any amendment so adopted shall, upon the 22

8K5715P60200 * recording thereof in the Essex County Register’s Office or such other appropriate county recording office as may exist from time to time, inure to and be binding upon all parties having any rights or obligations hereunder or any interest in Llewellyn Park or the Benefitted Lands without any need for a further court order, provided, however, that no amendment so adopted shall operate to materially adversely affect the rights under or security of any institutional mortgagee of any mortgage that is a recorded lien upon Llewellyn Park or any Benefitted Lands prior to the date of the adoption of such amendment, or to materially adversely affect the value of any security so mortgaged without the express written consent of any such institutional mortgagee, but shall be binding upon all non-institutional mortgagees regardless of the date of such non- institutional mortgagees' mortgage liens and upon all institutional mortgagees thereafter acquiring mortgage liens upon Liewellyn Park or any Benefitted Lands. For purposes of this Paragraph Eighteenth bona fide purchase money mortgagees who are sellers of Benefitted Lands and hold such bona fide purchase money mortgages as a result of a bona fide sale of Benefitted Lands to an unrelated third party at fair market value where the aggregate of such purchase money mortgage and all mortgages prior to it do not exceed 80% of the fair market value of the Benefitted Lands encumbered by such purchase money mortgage shall be considered and treated as institutional mortgagees. The Proprietors, by motion, duly made at any annual meeting, shall have the right to expand the class of mortgagees so protected from time to time in their discretion. In the event that the Board of Managers desire to recommend any amendment or modification to this Deed of Trust to the Proprietors, the Board of Managers shall mail a copy of such proposed amendment or modification to each Proprietor at the address to which invoices for Taxes are mailed. The Board of Managers shall schedule one or more meetings at which Proprietors may discuss the proposed amendment and modification, which 23

8k5715P¢0201 meetings shall be noticed in the usual manner for meetings of the Board of Managers that are open to all Proprietors. If, after such discussion meeting or meetings, the Board of Managers elects to have the Proprietors vote upon the amendment or modification, the Board of Managers shall schedule and notice, in the usual manner, a meeting for the purpose of holding such vote (which any Proprietor may cast in person or by proxy) and such other purposes as the Board of Managers shall desire. NINETEENTH: THAT except as irreconcilably inconsistent with this First Amendment to Indenture, the Deed of Trust shall remain in full force and effect and shall be and remain binding upon the parties bound hereby. JIN WITNESS WHEREOF, The Trustees of Llewellyn Park: The Committee of Managers of Llewellyn Park: VL be Berkowitz, Trustee Charles Lh abu be Ernest Ge Member Khe, ofl rr Charles Stanziale, Trusfee—-~"~_ Susan Bennett, Member 14

, yp eee - 8kK5715P60202 Yee Groisser, Member Leonard Polaner, Member Deborah Streleck-Borenstein, Member ! 2s

5K5715P60203 E. IT. PROPRIETORS CONSENTING TO REFORMATION ACTION Adams, Mary H. & Henry G. Adubato, Jean C. & Robert A Amsterdam, Harry Antiles, Hannah J. & Leonard : Ashford, Dorothy Mae i Bailey, Barbara & Sean H Beck, Beatrice & David Bell, Robert & Sakinah Deborah Bennett, Susan & Alan Berkowitz, Bernard Berry, Betty Z. Berry, Victoria & Robert Bhardwaj, Usha & Vidya Bissell, Florence Bober, Michael ! § Booker, Dale W. ' : Borenstein, Deborah & Samuel ' j Brown, Theresa H. & James E. Byer, Peter & Mary Ann Carey, Laura & Hanson, B.H. i Carlin, Joan & Philip ' Carr, Betty Cassini, Ann Cassini, 11], Margaret & Joseph Cecere, Antoinette M_ Cecere, Rose I. i Chabala, Lucille & Francis ‘ Cherchio, Noella & Richard | Cohen, Ellen & Bruce L. Colon, Jose } Corbett, Kelly D. & Anthony S. i Cummis, Ann D. & Clive S. | Day, Julie S. | DeCarlo, Zoraida & Phillip j Dolinko, Ruth & Morris | Duncan, Cynthia M. } Dutton, Marlene B. & Richard L. i Eddy, John Post ‘ Edelman, Marlane & Arthur M. , Ellis, Emily Segal : Evans, Jerold M. & Crosby, Melissa : Eytel, Ann-Marie Feinstein, Lynn Fernando, Rosario P. were

8x5715°6020h ae i Ficarotta, Noel & Phyllis Florin, Richard & Thelma Freeman, Maria & Robert Furst, Barbara Gaby, Corrine & Daniel Garvey, Fenwick ‘| Gelmann, Gloria & Hugo O. ‘ Gold, Sherry a ! Grewal, Jasbir S| ' Groisser, Carolyn & Victor i Grotta, Jane a Harris, Brian C. Hastings, Beth & DanT. Hoch, Lee & L. Clinton Holmes, Anne Hulett, Barbara & James D : Jannotti, Lisette & Gene i Jastow, Muriel : Kafafian, Rose i Kaltenbacher, Philip Katz, Vivian : Kelly, John ‘ : Koback, Carol & James Kobler, Leonor Kurens, Claire Kusnietz, Robyn S. & Earl LaPone, Vincent P. Lemaidi, Eleanora Lichtman, Jules Lomazow, Lois & Steven . LoRe, Lee & Andrew ‘ Luthy, Alfred J. Marcus, Sharon & Stanley McShane, Gayle Millman, Jacqueline . Mollard, Rhona S, & William B. Nanes, Richard Newman, Doris & Joseph H. Nolan, Marie & Robert O'Connell, Hilda Orr, Sharon & James Padalino, Evelyn L. Perl, Betty Person, Daniel Pollack, Rhona & Richard ' Prager, Alice & Melvin Reboli, Antoinette & John Reese, Rebecca Ricci, Peter | : * Ferrara, Meredith R. i ; if

8571560205 Robbins, Margaret Robertson, Mary Rodriguez, Roberto & Ayala, Iris Rosenberg, Ira & Cox, Lita Roy, Amy & Mark Schaffer, Ann & Melvin —~Schavitz, Iris & Saunder Schickhaus, Lois Schmidt, Mayra & John Schwartz, Bennett & Cohen, Paula Segal, Jean & Charles Shelby, P. Austin Smillie, Nancy A. Stanziale, Margaret Ann Stegeland, Patricia & Gary Steiner, David & Sylvia Steinmann, Elizabeth & Frederick Stirberg, Valerie Stroup, Lynn A. & Matthew Swanson, Mary K. & Alasdair Sweeney, Gerald & Chin, Carolyn Terry, Helen Trainor, Kay & Charles Tucker, III, Sheryl & Roger Turk, Sandra J. & Martin — Vambery, Robert & Marie Vienna, Vincent Waiker, Alice P. Wallerstein, Jane Weil, Marjorie S. Weiss, Audrey & Leonard B Weissglass, Randi & Jay Weils, Timothy & Wells-Gurny, Michelle Wieseneck, Gail R. & Larry Wilder, Betty & George H. Woehlman, Maryann Lodico Wroblewski, Richard

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3571560207 RIKER, DANZIG, SCHERER, HYLAND & PERRETTI LLP LL E Headquarters Plaza One Speedwell Avenue Morristown, NJ 07962-1981 (973) $38-0800 Attorneys for Plaintiffs The Trustees and Committee of Managers of Lleweilyn Park IN THE MATTER OF THE DEED OF TRUST OF LLEWELLYN S. HASKELL TO AUGUSTUS 0. MOORE, THOMAS B MERRICK, AND EDWIN C. BURT, TRUSTEES, DATED FEBRUARY 28, 1857 AL 6 2000 JUDGE PETER COOPER SUPERIOR COURT OF NEW JERSEY CHANCERY DIVISION PROBATE PART - ESSEX COUNTY DOCKET NO. 14696-Y CIVIL ACTION ORDER OF REFORMATION This matter having been opened to the Court by Riker, Danzig, Scherer, Hyland & Perretti LLP, attorneys for plaintiffs, The Trustees and Committee of Managers of Llewellyn Park, upon plaintiffs’ Verified Complaint for teformation of the Indenture between Llewellyn S. Haskell and Mary Anna Haskell and Trustees Augustus O. Moore, Thomas B. Merrick, and Edwin C. Burt ("Deed of Trust"), received in the Office of the Register of the County of Essex, in the State of New Jersey, on February 28, 1857, and recorded in Book C10 of Deeds for that County on pages 293 to 315, as set forth in the First Amendment to Indenture; and the Court having reviewed the submission of the parties, and having considered all evidence; and for the good cause shown: yy IT IS on this “Goof LU coo hereby

3K9715P60208 ORDERED that the Trustees and Committee of Managers shali execute the First Amendment to Indenture and cause to have the First Amendment to Indenture filed with the Register of Deeds of the County of Essex in the State of New Jersey within 30 days of the date hereof; and IT IS FURTHER ORDERED that the Deed of Trust and First Amendment to Indenture are subject to the following clarifications and modifications: 1. Nothing in the Deed of Trust or the First Amendment is intended to or does by its terms give the Committee of Managers any power to regulate the use or enjoyment of the Benefitted Lands other than those Benefitted Lands that are roads maintained by the Committee of Managers. Roads that are over Benefitted Lands and are maintained by the Committee of Managers may be regulated .by the Committee of Managers in the same manner as other roads maintained by the Committee of Managers, 2. Article Ninth (j) is not intended to and does not by its terms give the Committee of Managers the right to impose a special tax assessment on Proprietors owning Benefitted Lands over which there are roads available to and used generally by Proprietors and their invitees. However, such a special tax assessment ts intended to be and may be imposed upon Proprietors owning Benefitted Lands over which there are roads that are not available to and used generally by Proprietors and their invitees. The intent of this distinction is that roads that would, if not associated with Llewellyn Park, generally be considered “public” roads will be maintained by the Committee of Managers in the same manner as the roads that constitute part of Llewellyn Park and that the cost of such maintenance shall be paid in the same manner as the maintenance of Llewellyn Park, but the cost of maintaining roads that would, if not associated with Llewellyn Park, generally considered be “private”, such as driveways and similar roads, will be paid for