Township Council Meeting (formerly 2.24.26) — Packet

remediation and reimbursement for same under a grant to the Township under the New JerseyHazardous Discharge Site Remediation Fund; and WHEREAS, the Township desires to support the completion of the Project by clarifying that the license granted by Sections 2.08 and 3.03 of the Interim Agreement includes preliminary work on the Project, including but not limited to clearing, grading, excavation, construction of stormwater management facilities, pouring of foundations and related work, subject to the conditions set forth in this Agreement. NOW THEREFORE, for and in consideration of the mutual promises, covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency which are hereby acknowledged by each of the parties, including the benefit of the parties thereto and general public and to further implement the purposes of the Local Redevelopment and Housing Law and Redevelopment Plan, the parties hereto agree as follows. 1. The Redeveloper is authorized to commence and conduct construction work on the Project, including but not limited to demolition, clearing, grading, excavation, construction of sanitary and stormwater management facilities, footings, and foundations and related work. 2. Redeveloper agrees to defend, indemnify, and hold harmless the Township against, and Redeveloper shall pay any and all liability, loss, cost, damage, claims, judgments or expenses, of any and all kinds or nature and however arising, imposed by law, which the Township may sustain, be subject to or be caused to incur by reason of any claim, suit or action based upon personal injury, death, or damage to property, whether real, personal or mixed, directly relating to the Redeveloper’s activities as permitted under this Agreement, or based upon or arising out of contracts entered into by the 4 4932-5755-6367, v. 1

Redeveloper which directly relate to Redeveloper’s activities as permitted under this Agreement, including but not limited to any and all claims by workers, employees and agents of the Redeveloper and unrelated third parties, which claims arise from the Redeveloper’s activities as permitted under this Agreement. It is mutually agreed by Redeveloper and the Township that neither the Township, nor its Mayor, Council members, officers, agents, servants, attorneys or employees shall be liable in any event for any action performed under this Agreement, and that Redeveloper will indemnify the Township, its Mayor, Council members, officers, agents, servants, attorneys and employees and hold them harmless from any claim or suit in connection with the Redeveloper’s obligations under this Agreement, except for any claim or suit alleging bodily injury (including death) or property damage to the extent that said claim arises out of the acts or omissions of the Township. The Redeveloper, at its own cost and expense, shall defend any and all such claims, suits and actions which may be brought or asserted against the Township, its Mayor, Council members, officers, agents, servants or employees; but this provision shall not be deemed to relieve any insurance company which has issued a policy of insurance as may be provided for in this Agreement from its obligation to defend Redeveloper, the Township and any other insured named in such policy of insurance in connection with claims, suits or actions covered by such policy. Any cost for reasonable attorneys’ fees in situations where it is necessary for the Township to engage its own attorneys, experts’ testimony, and all costs to defend the Township or its Mayor and Council members, officers, agents, servants, or employees shall be reimbursed to it by the Redeveloper in connection with such indemnification claim. 5 4932-5755-6367, v. 1

3. Township agrees to defend, indemnify, and hold harmless the Redeveloper against, and Township shall pay any and all liability, loss, cost, damage, claims, judgments or expenses, attributable to the negligence, gross negligence or recklessness of the Township and/or its contractors, agents or employees arising, imposed by law, which the Redeveloper may sustain, be subject to or be caused to incur by reason of any claim, suit or action based upon personal injury, death, or damage to property, whether real, personal or mixed, directly relating to the Township’s activities on the Property after the effective date of this Agreement and until the conclusion of any work by the Township and/or its contractors, agents or employees, or until the Redeveloper purchases the property, whichever is earlier. Under no circumstance is the Redeveloper or any of its agents, employees, servants or subcontractors to be considered the agent, employee or servant of the Township, for the purposes of this section. Notwithstanding the provisions of this section 3, the Township shall remain obligated to Redeveloper as set forth in subsection 4B of a Parking and Access Easement Agreement between the Parties that is to be subsequently executed by and between the Parties in accordance with paragraph 10 of this Agreement. 4. Prior to the onset of the work identified in paragraph 1 herein, Redeveloper shall provide the Township with proof of insurance with terms and conditions specified in Section 2.10 of the Interim Redevelopment Agreement. 5. Pursuant to the provisions of the Redevelopment Agreement, Redeveloper’s commitment to take title to the Subject Properties is triggered after the Remediation Completion Date. By this First Amendment, the Parties make clear that Redeveloper may choose to take title to the Subject Properties prior to the Remediation Completion 6 4932-5755-6367, v. 1

Date, provided that the Township shall not be responsible for any costs or expenses associated with that early purchase and closing of title and to the extent that such early closing jeopardizes any funding sources that were the basis of any portion of the Township’s contribution to remediation expenses, the Redeveloper shall absorb the same.. 6. Should Redeveloper proceed with the preliminary construction authorized by this First Amendment but Redeveloper does not take title to the Property and does not proceed with the Project, then Redeveloper shall restore the Property to its preconstruction physical condition (meaning removal of its improvements and restoration of topography, to the extent requested by the Township ) at its sole cost and expense. The Redeveloper shall within 60 days of the execution of this agreement post a bond in the form and in the amount that is mutually agreeable between the Township and the Redeveloper. 7. All terms and conditions set forth in the Redevelopment Agreements remain in full force and effect except as modified herein. In the event of a conflict between the terms and conditions of the Redevelopment Agreements and this First Amendment, the terms and conditions of this First Amendment shall control. 8. This Agreement is executed in counterparts, each of which shall constitute one and the same instrument. 9. If any provision of this First Amendment shall be determined to be invalid or unenforceable by a court of competent jurisdiction, such determination shall not affect the remaining portions of this First Amendment, all of which shall remain in full force and effect. 7 4932-5755-6367, v. 1

10. Pursuant to the Redevelopment Agreement, the Redeveloper shall provide an easement to the Township for 22 parking spaces for use as public parking. The Parties agree to execute an easement agreement substantially in the form attached hereto as Exhibit “A” and subject to the Township attorney’s approval no later than 60 days after the purchase of the subject property is finalized. IN WITNESS WHEREOF, the Township has caused this Agreement to be duly executed in its name on behalf of the Mayor and its sealed hereto duly affixed and attested by the Township Clerk, and the Redeveloper has caused this Agreement to be duly executed in its name and on its behalf by its Managing Member, on or as of the day first above written. Attest: TOWNSHIP OF WEST ORANGE By:________________________ By:_______________________ KAREN J. CARNEVALE, R.M.C. Township Clerk SUSAN MCCARTNEY, Mayor Attest: LLC 18 CENTRAL AVENUE URBAN RENEWAL, By:___________________________ By:__________________________ JOSEPH ALPERT, Managing Member 8 4932-5755-6367, v. 1

93-26 February 24, 2026 RESOLUTION AUTHORIZING AN AGREEMENT WITH CVS CAREMARK FOR EMPLOYEE PRESCRIPTION SELF-INSURED ADMINISTATIVE SERVICES WHEREAS, on or about April 1, 2026, the Township of West Orange Council authorizes the Township of West Orange (the "Township") to enter into a Contract as the Third-Party Administrator (''TPA") for the Township's Limited Self-Insured Prescription Benefit Program (the "Agreement") with CVS Caremark, P.O. Box 52116, Phoenix, Arizona, 85072 ("CVS"); and WHEREAS, the Township seeks to renew the Agreement with CVS Caremark for a one-year term (the "Term") from April 1, 2026 through March 31, 2027 (the "Amendment"); and WHEREAS, entering into an agreement with CVS Caremark, will result in a potential savings for the Township by contracting with Limited Self-Insured Prescription Benefit Program NOW, BE IT HEREBY RESOLVED BY THE TOWNSHIP COUNCIL OF THE TOWNSHIP OF WEST ORANGE, that the Township shall and hereby does authorize the Amendment, at the guaranteed rates set forth therein; and be it further RESOLVED, that the Chief Financial Officer be and is hereby authorized to execute all documents necessary to effectuate the Amendment; and be it further RESOLVED, that this Resolution shall be published and made available in the Clerk's Office for reasonable inspection in accordance with applicable law. Karen J. Carnevale, R.M.C., Municipal Clerk Adopted: February 24, 2026 Susan Scarpa, Council President

95-26 March 3, 2026 RESOLUTION OF THE TOWNSHIP OF WEST ORANGE, REGARDING THE PUBLICATION OF LEGAL NOTICES AND DESIGNATING APPROVED ONLINE NEWS PUBLICATIONS IN ACCORDANCE WITH P.L. 2025, c.72 WHEREAS, P.L. 2025, c. 72 supplements N.J.S.A. 35:3-1 et seq., and establishes new requirements for the publishing of Legal Notices by Public Entities; and WHEREAS, section 3-2 of P.L. 2025, c. 72 requires that, beginning March 1, 2026, all public entities are required to publish the full text of all Legal Notices on the Public Entity’s Official Internet Website; and WHEREAS, the Township of West Orange has designated a Webpage entitled “Current Legal Notices” at the following hyperlink: https://westorange.org/2141/Current-Legal-Notices for the publication and advertisement of all Legal Notices; and WHEREAS, section 5 of P.L. 2025, c. 72 requires that, from January 1, 2026 through December 31, 2026, a public entity provide an advertisement at least twice per month in an Eligible Online News Publication stating that the complete text of each legal notice may be obtained or viewed on the public entity’s official Internet website beginning March 1, 2026 along with a hyperlink to the Current Legal Notices webpage and the Secretary of State’s Statewide Legal Notices webpage (https://www.nj.gov/state/statewide-legal-notices-list.shtml); and WHEREAS, an “Eligible Online News Publication” is defined by N.J.S.A. 35:3-3(b), and sets forth specific requirements relating to accessibility, searchability, archival retention, geographic circulation, and free public access of the online news publication; and WHEREAS, the Township Council of the Township of West Orange desires to designate an Eligible Online News Publication for compliance with P.L. 2025, c. 72, and for transparency to all municipal residents, to advertise bi-monthly notices advising the public of where to locate all Legal Notices of the Township, and its Agencies, Departments, and Boards; and WHEREAS, the Star Ledger and the West Orange Chronicle represent that they meet the statutory requirements to qualify as Eligible Online News Publications under P.L. 2025, c. 72. NOW, THEREFORE, BE IT RESOLVED by the Township Council of the Township of West Orange that, from today’s date through December 31, 2026, the Township shall publish bi-monthly advertisements with the Star Ledger and the West Orange Chronicle, both Eligible

of the Township of West Orange that, from today’s date through December 31, 2026, the Township shall publish bi-monthly advertisements with the Star Ledger and the West Orange Chronicle, both Eligible Online News Publications; and BE IT FURTHER, RESOLVED, that a copy of this Resolution shall be made available in the Clerk’s office in accordance with applicable law. Karen J. Carnevale, RMC, Municipal Clerk Adopted: March 3, 2026 Susan Scarpa, Council President

0TOWNSHIP OF WEST ORANGE COUNTY OF ESSEX, STATE OF NEW JERSEY ORDINANCE NUMBER 2953-26 BOND ORDINANCE PROVIDING FOR VARIOUS IMPROVEMENTS TO THE OSKAR SCHINDLER PERFORMING ARTS CENTER, BY AND IN THE TOWNSHIP OF WEST ORANGE, IN THE COUNTY OF ESSEX, STATE OF NEW JERSEY; APPROPRIATING $1,250,000 THEREFOR (INCLUDING A GRANT RECEIVED OR EXPECTED TO BE RECEIVED FROM THE NEW JERSEY DEPARTMENT OF COMMUNITY AFFAIRS CORONAVIRUS STATE FISCAL RECOVERY FUND IN THE AMOUNT OF $1,000,000) AND AUTHORIZING THE ISSUANCE OF $238,000 BONDS OR NOTES OF THE TOWNSHIP TO FINANCE PART OF THE COST THEREOF BE IT ORDAINED AND ENACTED BY THE TOWNSHIP COUNCIL OF THE TOWNSHIP OF WEST ORANGE, IN THE COUNTY OF ESSEX, STATE OF NEW JERSEY (not less than two-thirds of all members thereof affirmatively concurring) AS FOLLOWS: SECTION 1. The improvements or purposes described in Section 3 of this bond ordinance are hereby authorized as general improvements or purposes to be undertaken by the Township of West Orange, in the County of Essex, State of New Jersey (the “Township”). For the said improvements or purposes stated in Section 3 hereof, there is hereby appropriated the sum of $1,250,000, which sum includes (i) a grant received or expected to be received from the New Jersey Department of Community Affairs Coronavirus State Fiscal Recovery Fund in the amount of $1,000,000 (the “Grant”) and (ii) a down payment in the amount of $12,000 now available for said improvements or purposes as required by the Local Bond Law of the State of New Jersey, as amended and supplemented (N.J.S.A. 40A:2-1 et seq.) (the “Local Bond Law”), by virtue of an #95856979.1 168182.012

appropriation from the Capital Improvement Fund of the Township for down payment or capital improvement purposes in a previously adopted budget or budgets of the Township. SECTION 2. For the financing of said improvements or purposes described in Section 3 hereof and to meet the part of said $1,250,000 appropriation not provided for by said Grant and down payment referred to in Section 1 hereof, negotiable bonds of the Township are hereby authorized to be issued in a principal amount not exceeding $238,000 pursuant to, and within the limitations prescribed by, the Local Bond Law. In anticipation of the issuance of said bonds and to temporarily finance said improvements or purposes, negotiable notes of the Township in a principal amount not exceeding $238,000 are hereby authorized to be issued pursuant to, and within the limitations prescribed by, the Local Bond Law. SECTION 3. (a) The improvements hereby authorized and the purposes for which said bonds or notes are to be issued are for various improvements to the Oskar Schindler Performing Arts Center, including, but not limited to, the refurbishment of the performing arts center with two (2) outdoor pole-mounted speakers, the expansion of the existing stage with the installation of approximately 2,130 square feet of rubberized coating for the stage floor, the relocation of the existing stage staircase, the installation of window guards and lighting improvements at the existing stage building, the construction of a 10 x 20 storage shed and all work related thereto. In addition, such improvements shall also include all design work, preparation of plans and specifications, permits, bid documents, contract administration, work, materials, equipment, accessories, labor and appurtenances necessary therefor or incidental thereto, all in accordance with the plans and specifications on file in the Office of the Clerk of the Township and available for public inspection. 2 #95856979.1 168182.012