282-22 Exhibit - HCP - West Orange - Pre-closing Access Agreement Execution (Dated 10_26_22).pdf

8567849 v1 #13423370.1 #13443682.1 PRE-CLOSING ACCESS AGREEMENT THIS ACCESS AGREEMENT (this “Agreement”) is dated October 26, 2022 and is made by and among THE TOWNSHIP OF WEST ORANGE, a body corporate and politic of the State of New Jersey, having its address at 66 Main Street, West Orange, New Jersey 07052 (“Owner”), and HACKMAN CAPITAL ACQUISITION COMPANY, LLC, a Delaware limited liability company, having an address at 4060 Ince Boulevard Culver City, California 90232 (“Entrant”). Owner and Entrant are hereinafter collectively referred to as the “parties”. RECITALS WHEREAS, Owner is the owner of that certain real property designated as Block 115, Lots 15, 16 & 17 on the official tax maps of the Township of West Orange, Essex County, New Jersey, Lot 16 being the site of the West Orange Department of Public Works (“DPW”) and lots 15 and 17 commonly known as 55 Lakeside Avenue (“Barton Press”), and all improvements located thereon including a single story building comprising approximately 160,000 square feet and related surface parking (together with Barton Press and DPW, collectively referred to herein as the “Premises”); WHEREAS, in anticipation of a possible acquisition of the Premises, Entrant desires a right of access to the Premises for itself and its officers, directors, employees, agents, principals, partners, representatives, accountants, advisors, attorneys, consultants and contractors (collectively, the “Permitted Parties”) for the purpose of performing certain investigatory activities at the Premises; and WHEREAS, Owner is willing to grant Entrant and the Permitted Parties a limited right of access to the Premises upon the terms and conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the promises and the mutual covenants contained in this Agreement, the parties agree as follows: 1. Recitals. The recitals set forth above are hereby incorporated herein as if set forth in full in the body of this Agreement. 2. Definitions. Capitalized terms not otherwise defined in this Agreement shall have the meanings ascribed to such terms in Schedule 1 attached hereto. 3. Right of Access. Owner hereby grants to Entrant and the Permitted Parties the non-exclusive license and limited right to enter upon the Premises to perform certain investigatory activities at the Premises and to conduct due diligence reasonably related to the purchase of

es the non-exclusive license and limited right to enter upon the Premises to perform certain investigatory activities at the Premises and to conduct due diligence reasonably related to the purchase of the Premises (including, without limitation, sampling, boring, drilling, or other physically intrusive testing, and the completion of a Phase II environmental Assessment) (collectively, the “Activities”), at the sole cost and expense of Entrant, but only upon the terms and conditions set forth in this Agreement.