Draft_October 2025_West Orange_HEFSP_with Appendices

6.0 MISCELLANEOUS PROVISIONS. 6.1, Effective Date of Agreement. The terms set forth in this Agreement shall become effective upon approval thereof by the Court at a Fairness Hearing duly noticed in accordance with law. 6.2. Severability. Unless otherwise specified, it is intended that the provisions of this Agreement are to be severable. The validity of any section, clause or provision of this Agreement shall not affect the validity of the remaining sections, clauses or provisions hereof. If any section of this Agreement shall be adjudged by a Court to be invalid, illegal or unenforceable in any respect, such determination shall not affect the remaining sections. 6.3. Successors Bound. The provisions of this Agreement and the obligations and benefits hereunder shall be binding upon and inure to the benefit of the parties, their successors and assigns, including any person, corporation, partnership, or other legal entity which at any particular time may have an interest in any of the provisions which are the subject of this Agreement. The Parties acknowledge that the individual members of the Association are not bound by this Agreement, 6.4. Governing Law. This Agreement shall be governed by and construed by the laws of the State of New Jersey. Venue shall be exclusively in the Superior Court of New Jersey, Essex County, Law Division. 6.5. No Modification. This Agreement may not be modified, amended or altered in any way except by a writing signed by cach of the parties hereto. 6.6. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be an original and all of which together shall constitute but one and the same Agreement. 16

6.7, Voluntary Agreement. The parties acknowledge that each has entered into this Agreement on its own volition without coercion or duress afier consulting with its counsel, that each party is the proper person and possesses the authority to sign the Agreement, that this Agreement contains the entire understanding of the parties and that there are no representations, warranties, covenants or undertakings other than those expressly set forth herein. Township approval is subject to formal approval by the Township Council. 6.8. Preparation. Each of the parties hereto acknowledges that this Agreement was not drafted by anyone of the parties, but was drafted, negotiated and reviewed by all parties and, therefore, the presumption of resolving ambiguities against the drafter shall not apply. Each of the parties expressly represents to the other that: (i) it has been represented by counsel in connection with negotiating the terms of this Agreement; and (ii) it has conferred due authority for execution of this Agreement upon the persons executing it, 6.9. Exhibits. Any and all exhibits annexed to this Agreement are hereby made a part of this Agreement. 6.10. Entire Agreement. This Agreement constitutes the entire Agreement between the parties hereto and supersedes all prior oral and written agreements between the parties with respect to the subject matter hereof, except as otherwise provided herein. 6.11. Notices. All notices required under this Agreement (“Notice(s)”) shall be written and shall be served upon the respective parties by Certified Mail, Return Receipt Requested or by a recognized overnight or by a personal carrier. In addition, where feasible (for example, transmittals of less than 50 pages) Notices shall be served by email. All Notices shall be deemed received upon the date of delivery. Delivery shall be affected as follows:

To WEHI: West Essex Highlands, Inc. 820 Morris Turnpike Short Hills, NJ 07078 Attn.: Mark Hoffman Email: markh@gardenhomes.com With a copy to counsel for WEHI: Bryan D. Plocker, Esq. Hutt & Shimanowitz, P.C. 459 Amboy Avenue Woodbridge, NJ 07095 Email: bplocker@huttshim.com To the Township: Township of West Orange 66 Main Street West Orange, NJ 07052 Attn.: Township Administrator With a copy to counsel for the Township: Richard D. Trenk, Esq. McManimon, Scotland & Baumann, LLC 75 Livingston Avenue Roseland, NJ 07068 Email: rtrenk@msbnj.com To the Association: West Essex Highlands Condominium Association, Inc. 1 Reger Lane West Orange, NJ 07052 Attn: President, Board of Directors With a copy to counsel for the Association: Kenneth R. Sauter, Esq. Hill Wallack LLP 240 Cedar Knolls Road, Suite 209 Cedar Knolls, NJ 07927 Email: ksauter@hillwallack.com

IN WITNESS WHEREOF, WEHI, the Township and the Association have caused this Agreement to be properly executed, witnessed and/or attested this__ day of » 2020. WEST ESSEX HIGHLANDS, INC. Witness; _ By. Dated: TOWNSHIP OF WES} GE WEST ESSEX HIGHLANDS CONDOMINIUM ASSOCIATION, INC, py By. ae i Presi

Firefox about:blank IN WITNESS WHEREOF, WEI, the Township and the Association have caused this Agreement to be properly executed, witnessed and/or attested this 23ilday of _APRIC , 2020. WEST ESSEX HIGHLANDS, INC. Witness: _ W, we PES pace Mark Ween Mack Wile April 23,2020 TOWNSHIP OF WEST ORANGE Witness: By. Dated: WEST ESSEX HIGHI.ANDS CONDOMINIUM ASSOCIATION, INC. Witness: By, Dated: loft 4/23/20. 10:51 AP

EXHIBIT A (Concept Plan)

EXHIBIT B (Zoning Amendment)

Township of West Orange Draft Proposed Zoning Amendments West Essex Highlands Property April 2020 ADD THE FOLLOWING NEW SECTION TO CHAPTER XXV LAND USE REGULATIONS: 25-19 IH-1 (INCLUSIONARY HOUSING) DISTRICT a. Purpose The purpose of the IH-1 District is to provide for inclusionary development that contributes to the region's fair share of affordable housing, in accordance with a court settlement agreement which outlines provisions for same. b. Description of Zone Boundary The zone boundary of the IH-1 District shall encompass the entirety of the property identified as Block 179 Lot 32, which shall hereafter be referred to as the "Tract." The zone boundary shall be coincident with the lot lines of Block 179, Lot 32, The municipal zone map is hereby amended to reflect same. c. General Provisions 1, The development regulations set forth herein shall apply to the Tract as a whole, not to individual lots which may be created within the Tract. The Tract shall be permitted to be subdivided into one or more lots, and one or more buildings or uses shall be permitted on a single lot. The Tract shall be permitted to be constructed in one or more phases consistent with NJ.A.C 5:97-6.4 (d). Any street within the Tract shall be permitted to be public or private. Development of the Tract shall be exempt from all bulk, design, and environmental regulations of the West Orange Land Use Regulations Ordinance, unless otherwise indicated herein, and further provided that nothing herein shall circumvent or contravene the procedural requirements of the Municipal Land Use Law (NJ.S.A, 40:55D-1 et seq.) nor the regulatory requirements of outside agencies including but not limited to New Jersey Department of Environmental Protection and Hudson-Essex- Passaic Soil Conservation District. d. Use Regulations 1, Permitted Principal Uses. (a) Multifamily residential (b) Open space Permitted Accessory Uses (a) Residential amenities including but not limited to the following, by way of example: clubhouse buildings, swimming pools, fitness centers, lounges, common or private terraces and balconies, courts or open lawn areas for multipurpose use such as lawn games i.e. corn hole, bocce, badminton, croquet, and the like; work space or meeting space for tenants, tenant storage, dog parks and/or dog playgrounds, Rooftop amenities shall be permitted including observation areas

le, bocce, badminton, croquet, and the like; work space or meeting space for tenants, tenant storage, dog parks and/or dog playgrounds, Rooftop amenities shall be permitted including observation areas or

rooms, multipurpose or recreation rooms, vestibules, outdoor terraces, pergolas, shade structures, or the like. (b) Pet-friendly amenities. As part of the amenity package, in addition to dog parks and/or playgrounds above, a development shall be permitted to include an onsite pet service that shall be permitted to offer walking services, pet-sitting services, a pet spa or grooming service, overnight boarding, or related services, which shall be permitted to operate indoors as part of a building and/or as a stand-alone building. (c) Residential accessory uses such as leasing and management offices, maintenance buildings, dwelling units for onsite building superintendents, and model units (a) Parking, which shall be permitted to be structured or surface, and further provided that tandem parking shall be permitted where such spaces are assigned to the same unit (e) Fences and walls @® — Signs (g) Any use that is customarily incidental to a permitted principal use Bulk Regulations As 6. ‘The total number of dwelling units shall be 496, and the total number of units shall be permitted to be lowered without variance at the sole discretion of the developer and/or based on outside agency requirements. Model apartments and onsite housing for the building superintendent and maintenance/management staff shall not be included as part of the unit count. ‘The affordable housing set-aside shall be twenty percent (20%) of the total units actually constructed in the development (excluding model apartments and onsite housing for the building superintendent and maintenance/management staff). There shall be no minimum lot size requirement. The maximum area of disturbance for the entire Tract shall be 30 acres. Trails, deer fencing, and buffer planting shall not be counted as part of the area of disturbance. Unrestricted site access (ingress and egress) shall be permitted from Warner Drive and Kuzik Drive, Emergency access (ingress and egress) shall be permitted to Block 179.17, Lots 8 and 9 to the north and Bayowski Road to the south. The affordable units shall consist of moderate-income, low-income, and very low-income units in accordance with the requirements of the settlement agreement. The minimum unit sizes for the affordable units shall be as follows: (a) One-bedroom 650 square feet (b) Two-bedroom 875 square feet (©) Three-bedroom 1,150 square feet The