312-22 Agreement - Downtown West Orange Alliance.pdf

312-22 AGREEMENT THIS AGREEMENT, made this 6th day of December , 2022, by and between: the TOWNSHIP OF WEST ORANGE, a municipal corporation of the State of New Jersey, having its principal offices at 66 Main Street, West Orange, New Jersey, hereinafter referred to as the “Township;”; and DOWNTOWN WEST ORANGE ALLIANCE, a nonprofit 501(c)3 organization of the State of New Jersey having its principal offices at 66 Main Street, West Orange, New Jersey, hereinafter referred to as the “DWOA.” W I T N E S S E T H: WHEREAS, the DWOA was formed for the purpose of managing the town's Special Improvement District (the “SID”) to assist in the economic revitalization of the neighborhoods known as Tory Corner, Eagle Rock, St. Mark's and the Valley; and WHEREAS, the Township desires to provide funding for the DWOA to further the DWOA’s management of the SID and promote the economic revitalization of the enumerated neighborhoods within the Township; and WHEREAS, it is the purpose of this agreement to recite the terms and conditions under which the foregoing funding shall be provided. NOW THEREFORE, in consideration of the foregoing and of the mutual covenants hereinafter stated, the parties do hereby agree as follows: 1. For the period of January 1, 2022 to December 31, 2022, the DWOA shall continue its management of the SID and continue its promotion and economic revitalization of the neighborhoods within the Township, including Tory Corner, Eagle Rock, St. Mark's and the Valley. 2. The DWOA agrees to indemnify the Township and hold it harmless, including Township's employees, agents and servants, from and against any and all losses,