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_ Neceey ‘Host Community Agreement ‘This Host Community Agreement fora Culivaton Location (this “Agreement” is entered int this 12% ay of April 2017 (the “Efletve Dat) by and between GTI-Massachusets NP Corporation wih a Principal orice address of 325 Wes Huron Stree, Suite 230, Chicago, I. 50854 COPERATOR™) and the City of Holyoke, 2 Masachuse's coxporation with principal addres of $36 Dwight Stet, Holyoke, Massachusetts ("CITY"), The obligation of OPERATOR an the CITY recited hecen are specially contingent upon OPERATOR obtaining a Fial Crifeateof License an Registration for operation of CCulvation Location inte CITY from the Department of Health ("DOH") and upon OPERATOR obtaining municipal approvals for constuction and operation of the Cultivation Location inthe CITY. WHEREAS, OPERATOR recived Provisional Certificates of Registration on July 12,2016 and ‘November 16, 2016 to operate registered marijuana cultivation and retail operation nthe Commonwealth of Massachusets, WHEREAS, OPERATOR wishes to locate consolidated Cultivation Location in the CITY in ‘sccordance wit regulations issued bythe DOH and zoning ordinances issued bythe CITY WHEREAS, OPERATOR is sechng eter of exclusive endorsement fom the CITY for the siting and ‘operation ofthe Cultivation Location in the CITY; WHEREAS, OPERATOR intends to provide certain benefits tothe CITY in the event that OPERATOR obs Final Crieat of Rogisttion to operate Cultivation Location inthe CITY and ha received all stat end local approvals NOW, THEREFORE, in consideration ofthe above, OPERATOR offers the CITY andthe CITY accepts this Hot Community Agreement in accordance with G.L., Ch 44, Section 53: 1, the event hat OPERATOR obtains a Final Cerificate of Regtration from DOH and receives any and all nooxssary and required permits and licenses issuable y the CITY, which sad permits tne licenses allow OPERATOR to locate, occupy and operate Culivaton Location nthe (CITY, then OPERATOR agrees to pay the CITY u Community Host Fee according tothe following terns: ‘+ OPERATOR will pay a onetime fe of FIFTY THOUSAND AND 00/100, DOLLARS ($80,000.00) othe CITY within SEXTY (60) days of beginning operations inthe CITY. ‘+ OPERATOR shal pay the CITY « percentage of ross revenue fom al of (OPERATOR'S operations inthe Cty in accordance with the fllowing schedule: (©The greater of) Five Thousand and 00100 dollars (5,000.0) per month of operation (i) two percent (2% of gross revenue from all of ‘OPERATOR’: operations in the City during the partial Calendar Year in ‘which the OPERATOR begins its operations; ‘©The grea of (i) ily Thousand and 00100 dollars ($50,000.90) oi) ‘wo percent (2%) of gross revenue fromall of OPERATOR'S operations Jn the CITY during the fst fll Calendar Yea (U/l ~ 1231) alter ‘OPERATOR begins operations inthe CITY (Yeas 1"); (or MasachusetvCiy of Holyoke Host Community Aeament | Pag © ‘© Thegroatrof() One Hundred Thousand and 00/100 dollars ($100,000.00) or i) thee percent (3%) of gross revenue from all of| ‘OPERATOR'S opzatons nthe CITY dung the second fll Calendar ‘Year of operations ("Yew 2"); © Thegreaterof() One Hundred Thousand and 00/100 dollars (100,000) cor (i) thee-and-ahlfperent (3.8%) of gross revenue from al of ‘OPERATOR'S operations inthe CITY during the third and al subscquent Calenar Years of operation ‘+ Gross Revenue sal include the revenue fom the sae of any and all products From the wholesale operations and eal product at al retail dispensary sites operated within he CITY pursuant to the cease, regardless of whether those products contin, or faciliat the us, inhalation or ingestion of, medical ‘marijuana ‘+The OPERATOR shall, within 60) days from the close ofthe calendar year, submit arepor tothe CITY cetfying the ross revenue for the preceding calendar year. The eport shall specify the Community Host Foe as eleulated under this section an shal be prepared by Certified Public Accountant in fccordance with generally accepted accounting principles ("GAAP"), ‘+ Annual payments sal be ue and payable no later than one hundred and twenty (120) days from the close ofthe calendar yea. ‘+ During evry full Calendar Year of OPERATOR'S operations in the CITY, ‘OPERATOR will commit to donate a minimum of FIFTEEN THOUSAND AND (0100 DOLLARS ($15,00.00) oles charty andor non pei organizations afc discussions with and spon the recommendation ofthe CITY coun specific Ward leaders ande neighborhood associations + Inadditon to the above etrnced report tothe CITY certifying gross revenue, the Operator shall providethe CITY with an annual report detailing the following information forthe preceding Calendar Year: (the total numberof patients served by the OPERATOR’s operations in the CITY (provided sme is naka ‘rvacy violation; (i) deseriptions of any incident onsite athe Cultivation Facility andor real dispensary site operated within the CITY that required a public safety respons; an (i) ether such information reasonably requested by eciry. 2. Atal ines during the term ofthis Agreement, el property, owned or operated by OPERATOR shall be wate a taxable, and all applicable realestate and propery taxes for hat property shall be paid either direetly by OPERATOR cr ty its landlord. OPERATOR shal ot challenge the ‘axability of such property and sal ot submit any applications fr any statutory exemption from such taxes. ‘Gtr stssscse Cay ot Holo Most Communty Ageement 2 Page Notwithstanding Paragraph 2 above: () eal propety owned or opted by OPERATOR is

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