Application 3 The Commonwealth of Massachusetts · Application 3 of 3 QUESTIONS If additional information is needed regarding the RMD application process, please contact the Medical

INSTRUCTIONS

The Commonwealth of Massachusetts

Executive Office of Health and Human Services Department of Public Health

Bureau of Health Care Safety and Quality Medical Use of Marijuana Program

99 Chauncy Street, 11 111 Floor, Boston, MA 02111

SITING PROFILE: Request of for a Certificate of Registration to Operate a Registered Marijuana Dispensary

Application 3 of 3

This application form is to be completed by a non-profit corporation that wishes to apply for a Certificate of Registration to operate a Registered Marijuana Dispensary ("RMD") in Massachusetts, and has been invited by the Department of Public Health (the "Department") to submit a Siting Profile.

If invited by the Department to submit more than one Siting Profile, you must submit a separate Siting Profile and attachments for each proposed RMD. Please identify each application of multiple applications by designating it as Application 1, 2 or 3 in the header of each application page. Please note that no executive, member, or any entity owned or controlled by such an executive or member, may directly or indirectly control more than three RMDs.

Unless indicated otherwise, all responses must be typed into the application forms. Handwritten responses will not be accepted. Please note that character limits include spaces.

Attachments should be labelled or marked so as to identify the question to which it relates.

Each submitted application must be a complete, collated response, printed single-sided, and secured with a binder clip (no ring binders, spiral binding, staples, or folders).

Mail or hand-deliver the Siting Profile, with all required attachments, to:

REVIEW

Department of Public Health Medical Use of Marijuana Program

RMD Applications 99 Chauncy Street, 11th Floor

Boston, MA 02111

Application 3 of 3

Applications are reviewed in the order they are received. After a completed application packet is received by the Department, the Department will review the information and will contact the applicant if clarifications/updates to the submitted application materials are needed. The Department will notify the applicant whether they have met the standards necessary to receive a Provisional Certificate of Registration.

PROVISIONAL CERTIFICATE OF REGISTRATION

Applicants have one year from the date of the submission of the Management and Operations Profile to receive a Provisional Certificate of Registration. If an applicant does not receive a Provisional of Certificate of Registration after one year, the applicant must submit a new Application of Intent and fee.

REGULATIONS

For complete information regarding registration of an RMD, please refer to 105 CMR 725.100.

It is the applicant's responsibility to ensure that all responses are consistent with the requirements of 105 CMR 725.000, et seq., and any requirements specified by the Department, as applicable.

PUBLIC RECORDS

Please note that all application responses, including all attachments, will be subject to release pursuant to a public records request, as redacted pursuant to the requirements at M.G.L. c. 4, § 7(26).

Information on this page has been reviewed by the applicant, and where provided by the applicant, is accurate and complete, as indicated by the initials of the authorized signatory here: _R_C __

Siting Profile - Page 2

Application 3 of 3

QUESTIONS

If additional information is needed regarding the RMD application process, please contact the Medical Use of Marijuana Program at 617-660-5370 or [email protected].

CHECKLIST

The forms and documents listed below must accompany each application, and be submitted as outlined above:

8' A fully and properly completed Siting Profile, signed by an authorized signatory of the applicant non-profit corporation (the "Corporation")

S'Evidence of interest in property, by location (as outlined in Section B)

D Letter(s) oflocal support or non-opposition (as outlined in Section C)



Beacon Compassion Center, Inc. 1.

Legal name of Corporation

Catherine Cametti 2.

SECTION A: APPLICANT INFORMATION

Name of Corporation's Chief Executive Officer 900 Washington Street, Suite A

3. Norwood, MA 02062

Address of Corporation (Street, City/Town, Zip Code)

Catherine Cametti 4.

Application 3 of 3

Applicant point of contact (name of person Department of Public Health should contact regarding this application)

508-735-8682 5.

6.

Applicant point of contact's telephone number

[email protected]

Applicant point of contact's e-mail address

7. Number of applications: How many Siting Profiles do you intend to submit? _3 __ _



Application 3 of 3

SECTION B: PROPOSED LOCATION(S)

Provide the physical address of the proposed dispensary site and the physical address of the additonal location, if any, where marijuana for medical use will be cultivated or processed.

Attach supporting documents as evidence of interest in the property, by location. Interest may be demonstrated by (a) a clear legal title to the proposed site; (b) an option to purchase the proposed site; (c) a lease; (d) a legally enforceable agreement to give such title under (a) or (b), or such lease under (c), in the event that Department determines that the applicant qualifies for registration as a RMD; or (e) evidence of binding permission to use the premises.

Location Full Address County

1524 VFW Parkway Suffolk

1 Dispensing West Roxbury, MA 02132

86 Lawrence Street Worcester

2 Cultivation Northborough, MA 01532

86 Lawrence Street Worcester

3 Processing Northborough, MA 01532

D Check here if the applicant would consider a location other than the county or physical address provided within this application.



Application 3 of 3

SECTION C: LETTER OF SUPPORT OR NON-OPPOSITION

Attach a letter of support or non-opposition, using one of the templates below (Option A or B), signed by the local municipality in which the applicant intends to locate a dispensary. The applicant may choose to use either template, in consultation with the host community. If the applicant is proposing a dispensary location and a separate culttvationlprocessing location, the applicant must submit a letter of support or non-opposition from both municipalities. This letter may be signed by (a) the Chief Executive Officer/Chief Administrative Officer, as appropriate, for the desired municipality; or (b) the City Council, Board of Alderman, or Board of Selectmen for the desired municipality. The letter of support or non-opposition must contain the language as provided below. The letter must be printed on the municipality's official letterhead.

Template Option A: Use this language if siguatorv is a Chief Executive Officer/Chief Administrative Officer I, [Name of person], do hereby provide [support/non-opposition] to [name of non-profit organization] to operate a Registered Marijuana Dispensary ("RMD") in [name of city or town]. I have verified with the appropriate local officials that the proposed RMD facility is located in a zoning district that allows such use by right or pursuant to local permitting.

Name and Title of Individual

Signature

Date

Template Option B: Use this language if signatory is acting on behalf of a City Council, Board of Alderman, or Board of Selectman The [name of council/boardj, does hereby provide [support/non-opposition] to [name of non-profit organization] to operate a Registered Marijuana Dispensary in [name of city or town]. I have been authorized to provide this letter on behalfofthe [name of council/boardj by a vote taken at a duly noticed meeting held on [date].

The [name of councillboardj has verified with the appropriate local officials that the proposed RMD facility is located in a zoning district that allows such use by right or pursuant to local permitting.

Name and Title of Individual (or person authorized to act on behalf of council or board) (add more lines.for names if' needed)

Signature (add more lines for signatures if needed)

Date

Information on this page has been reviewed by the applicant, and where provided by the applicant, is accurate and complete, as indicated by the initials of the authorized signatory here: _R_c __


Application 3 of 3

SECTION D: LOCAL COMPLIANCE

Descnbe how the Corporation has ensured, and will continue to ensure, that the proposed RMD is in compliance will local codes, ordinances, and bylaws for the physical address( es) of the RMD.

DISPENSING: The City of Boston has established its own requirements regarding siting for the purposes of 105 CMR 725.110(A)(14). The Boston City Council has confirmed this location meets the requirements of Chapter 665 of the Acts of 1%5, as amended, which limits the siting of any marijuana dispensary whether medical or recreational no closer than 2,500 feet from any other existing dispensary. The property "~ll require one or more variances from the Boston Zoning Board of Appeal per the local permitting process prior to proceeding ffith the building permit process and construction.

CULTIVATION AND PROCESSING: Northboro has not passed local zoning requirements regarding siting for the purposes of 105 CMR 725.110(A)(l4). The Northboro Zoning Enforcement Officer and the Northboro Board of Selectman Chairman have confirmed that our proposed facility is located in a Business South zoning district that allows our use pursuant to a special permit under local permitting. We will apply for a special permit

Neither facility is located within 500 feet of prohibited sensitive uses.

Our CEO is responsible for ensuring ongoing compliance with all municipal codes, ordinances and bylaws and obtaining all licenses, permits and approvals.



Application 3 of 3

SECTION E: THREE-YEAR BUSINESS PLAN BUDGET PROJECTIONS

Provide the three-year business plan for the RN!D, including revenues and expenses.

P . d S D ti th p· Full . I y 12/01/2017 roJecte tart ate or e ust F1sca ear: _____ _

FIRST FULL FISCAL SECOND FULL FISCAL YEAR PRO~CTIONS YEAR PROJECTIONS

20 20 19

Proiected Revenue $3427650 $6126898

Projected Exnenses $4465597 $5471995

VARIANCE: $ -1037947 $

Number of unim1e patients for the vear 1211 22%7

Number of patient visits for the vear 31637 56023

Projected % of patient irrowth rate annually --- 77%

Estimated Purchased ounces per visit 0.267 0.270

Estimated cost ""r ounce $375 $371

Total FTEs in staffing 21 25

Total marijuana for medical use inventory for the year (in lbs.)

575 1229

Total marijuana for medical use sold for the 568 1068 vear (in lbs) Total marijuana for medical use left for roll 7 161 over (in lbs.)

12/0112017 Projected date the RMD plans to open:---------------


654903

THIRD FULL FISCAL YEAR PROJ}()CTIONS

20 -$7852584

$5983463

$ 1869121

3204

76986

37%

0.275

$364

25

1538

1324

215


Application 3 of 3

SECTION F: CERTIFICATION OF ASSURANCE OF COMPLIANCE: ADA AND NON-DISCRIMINATION BASED ON DISABILITY

Applicants must certify that they will comply with all state and federal requirements regarding equal employment opportunity, nondiscrimination, and civil rights for persons with disabilities. The Applicant must complete a Certification of Assurance of Compliance: ADA and Non-Discrimination based on Disability. By signing, the Applicant formally notifies the Department that the Applicant is in compliance and shall maintain ccmpliance with all applicable requirements.

• I certify, that the Applicant is in compliance and shall maintain compliance with all applicable federal and state laws protecting the rights of persons with disabilities, including but not limited to the Americans with Disabilities Act ("ADA"), 42 U.S.C. §§ 12131-12134; Article CXIV of the Massachusetts Constitution; and; Chapter 93, § 103; Chapter !SIB; and Chapter 272, §§ 98 and 98A of the Massachusetts General Laws.

• I understand that federal and state laws prohibit discrimination in public accommodations and employment based solely on disability. I recognize that to make goods, services, facilities, privileges, advantages, or accommodations readily accessible to and usable by persons with disabilities, the Applicant, under the ADA, must: • remove architectural and communication barriers in existing facilities, when readily achievable and, if not readily achievable, must use alternative methods; • purchase accessible equipment or modify equipment; • modify policies and practices; and • furnish appropriate auxiliary aids and services where necessary to ensure effective communication.

• I understand that reasonable accommodation is required in both program services and employment, except where to do so would cause an undue hardship or burden I also understand that the Massachusetts Constitution Article CXIV provides that no otherwise qualified individual shall, solely by reason of disability, be excluded from the participation in, denied the benefits of; or be subject to discrimination under any program or activity within the Commonwealth.

• I agree that the Applicant shall cooperate in any compliance review and shall provide reasonable access to the premises of all places of business and employment and to records, files, information, and employees therein for reviewing compliance with the ADA, the Massachusetts Constitution, other applicable state and federal laws, including 105 CMR 725.000, et seq.

• I agree that any violation of the specific provisions and terms of this Assurance or of the ADA, and/or of any Plan of Correction shall be deemed a breach of a material condition of any Certificate of Registration issued to the Applicant for operation of a Registered Marijuana Dispensary. Such a breach shall be grounds for suspension or revocation, in whole or in part, of a Certificate of Registration issued by the Department.

• I agree that, if selected, I will submit a detailed floor plan of the premises of the proposed dispensary in compliance with 105 CMR 725.!00(m) in ccmpliance with the Architectural Review required pursuant to 105 CMR 725.!00(B)(S)(f).

Signed under the pains and penalties of perjury, I, the authorized signatory for the applicant non-profit corporation, nnderstand the obligations of the Applicant under the Certification of Assurance of Compliance: ADA and Non-Discrimination based on Disability, and agree and attest that the Applicant will comply with those obligations as stated in the Certification.

-s(go~rized Signatory

Catherine Cametti

Print Name of Authorized Signatory

President I CEO

Title of Authorized Signatory

3/20/17

Date Signed



Application 3 of 3 ATTESTATIONS

Signed under the pains and penalties of perjury, I, the authorized signatory for the applicant non-profit corporation, agree and attest that all information included in this application is complete and accurate and that I have an ongoing obligation to submit updated information to the Department ifthe information presented within this application has changed.

3/20/17

Signature of Authorized Signatory Date Signed

Catherine Cametti


President I CEO


I, the authorized signatory for the applicant non-profit corporation, hereby attest that the corporation has notified the chief administrative officer and the chief of police of the proposed city or town in which the RMD would be sited, as well as the sheriff of the applicable county, of the intent to submit a agement and Operations Profile and a Siting Profile.

3/20/17

Date Signed

Catherine Cametti


President I CEO




Application 3 of 3

I, the authorized signatory for the applicant non-profit corporation, hereby attest that if the corporation is approved for a provisional certificate of registration, the corporation is prepared to pay a non-refundable registration fee of$50,000, as specified in 105 CMR 725.000, after being notified that the RMD has been approved for a provisional certificate of registration.

~ 3/20/17

~ o~ed Signatory Date Signed

Catherine Cametti


President I CEO




West Roxbury Neighborhood Council

Councilor Matt O'Malley Boston City Hall. (Via email)

January 29, 2017

Dear Matt,

Larry Costello President, WRNC 1 00 Furbush Road West Roxbury, MA 02132

The January 24111 West Roxbury Neighborhood Council meeting featured presentations from the Beacon Compassion Center and the Massachusetts Patient Foundation. Both entities would like to open Registered Marijuana Dispensaries in West Roxbury.

Both presentations were very well done and quite infonnative. Community members in attendance were in favor of locating an RMD in West Roxbury and felt that the location at 1524 VFW Parkway is an appropriate site.

The WRNC would like to recommend the Beacon Compassion Center for a RMD. Most of their Board of Directors were in attendance and a couple of their key players are local. They had a very comprehensive proposal.

The WRNC also is of the opinion that we don't need more than one of these facilities in West Roxbury and hope that perhaps the Massachusetts Patient Foundation will get approved for another location in the Greater Boston Area as they appear to be a fine organization as well.

Please let me know if you would like to discuss further.

Best regards,

ate!~ President, West Roxbury Neighborhood Council

I jcoste I loSiZ1),gmai I .com (W) 617 892 9126 (C) 617.335 9760

CC: Jack Duggan, Mayor's ONS Michelle Wu, Boston City Councilor at large Michael Flaherty, Boston City Councilor at large Annissa Essaibi George, Boston City Councilor al large Ayanna Pressley, Boston City Councilor at large Rina Cametti, Beacon Compassion Center Joseph Lekach, Mass Patient Foundation

C:\Uscrs\Larry\Documcnts\Costcllo\ WRNC\ \VRNC 2017\Bcacon Compassion rccomnu:ndution.doc

DoeuSlgn Envelope ID: 62CAC512·C06F·4A33·ACF6·82125BBD34CD

11/15/2016

STANDARD FORM COMMERCIAL LEASE

l. PARTIES WROX, LLC, a Massachusetts limited liability company, with principal office at 65 E. Belcher Road, Foxboro, MA, 02035 ("Landlord"), which expression shall include their heirs, successors, and assigns, where the context so admits, does hereby lease to BC Resources, LLC, a Massachusetts limited liability company of 115 Lincoln Road, 115 Lincoln Road, Walpole, MA 02081 ("Tenant"), which expression shall include his successors, executors, administrators, and assigns, where the context so admits. Landlord hereby leases to Tenant the premises described below.

2. PREMISES The "Premises" shall mean approximately 5000 square feet ofretail floor area in the lower basement level of the building located at 1524 VFW Parkway, West Roxbury, Massachusetts, 02132). Tenant shall also be permitted to use the shared parking area, and tenant shall be provided with 2 dedicated handicap accessible parking spaces located closest to Tenant's entrance.

3. TERM

4.RENT

The term of this lease shall be for ten (I 0) years commencing on November 1, 2016, and terminating on October 31, 2026, TENANT shall be allowed to take possession of the Premises on the date that this lease is executed by both Parties and the first month of rent and security deposit is received by the LANDLORD. Tenant shall have the right to exercise an option to extend the tenn of this lease for four ( 4) five (5) year tenns, renewable with an annual increase in rent of an additional 2.5% for each year therein. For any extension option being exercised, Tenant shall give Landlord at least six months advance notice of intent to exercise the option, otherwise the option shall expire and be void.

Tenant shall pay to Landlord rent for the Premises as follows: $2,000.00 per month during the contingency period. After the contingency period, Tenant shall pay to Landlord $8.00 per square foot, during the first year of the lease tenn. During each subsequent year of the lease term, Tenant shall pay 2.5% increase in the rent per year. Tenant shall also pay the proportionate share of any property taxes, common utilities, common area maintenance expenses and insurance in proportion to their share of the square feet of their leased space within the property. Presently, the property is connected to private septic system. In the event that the landlord connects to the municipal sewer system during the term of this lease, the tenant shall be responsible to pay a proportionate share of the costs for connecting to the municipal system in the proportion of their share of the square feet of their leased space within the property.

5. SECURITY DEPOSIT

Upon the execution of this lease, Tenant shall pay to Landlord the amount of $2,000.00 dollars, which shall be held as a security for the Tenant's perfonnance as herein provided and refunded to Tenant at the end of this lease subject to Tenant's satisfactory compliance with the conditions hereof.

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6. CONDITION OF PREMISES

Tenant acknowledges that it has inspected the Premises and agrees to accept same in its "as is" condition, and further Tenant agrees that Landlord has no obligation to perform any work whatsoever. in order to prepare the Premises for Tenant's occupancy hereunder, except that, Landlord to provide a working HY AC unit, and Landlord to work with Tenant to reconfigure the shared space at the rear of Tenant's space, to ensure that Tenant's space is dedicated and secure. In lieu of providing these services, Landlord may elect to provide Tenant with a rent credit for the work defined herein.

7. CONTINGENCIES

This lease is contingent upon Tenant obtaining all city and state approvals necessary to operate a Massachusetts Registered Marijuana Dispensary (RMD) for the retail sale of medical marijuana. In the event that Tenant does not receive all required governmental and municipal approvals necessary for operation of its business, including certificates, licenses, special pennits and authorizations from the City of Boston, the Commonwealth of Massachusetts or any department or agency thereof, within 12 months of the lease commencement date, Tenant shall have the option to tenninate this lease by providing Landlord written notice of lease termination, at the address set forth above. In the event of tennination, all deposits paid here under shall be forfeited by Tenant unless otherwise agreed to by the parties in writing. Tenant and Landlord may agree to extend the termination date by mutual agreement in writing.

8. TENANT'S WORK TO BE DONE AT PREMISES

Tenant shall be responsible for any alternations or remodeling to be done to the Premises, including ADA lifts and rntnps, at Tenant's sole expense. Tenant may install such ADA lift or ramp, provided that any such lift or ramp, and any methods of installation, shall be subject to prior written approval of Landlord. Any such approval by Landlord shall not be unreasonably withheld. Landlord and Tenant agree that Landlord may consider whether the installation of such lift or ramp would unreasonably interfere with adjacent tenants, if any. Tenant shall be responsible for maintaining any such lift or ramp, and shall allow adjacent tenants, if any, full use and access thereto.

USE OF PREMISES

9. PERMITTED USE

Tenant agrees that the Premises shall be used and occupied by Tenant or its assignee only for the purposes of a Massachusetts Registered Matijuana Dispensary (RMD), including for retail sales, possession and storage, and any other uses directly related thereto, and for no other purpose or purposes.

2


Tenant shall comply and shall cause its employees, agents, and invitees to comply with such reasonable rules and regulations as Landlord shall from time to time establish for the proper regulation of the Building and the Lot, provided that Landlord gives Tenant reasonable advance notice thereof and that such additional rules and regulations shall be of general application to all the tenants in the Building, except where different circumstances justify different treatment. Notwithstanding any provision of this Section 9 to the contrary, Landlord agrees and acknowledges that Tenant's business is subject to the oversight of the Massachusetts Department of Public Health ("DPH") pursuant to 105 CMR 725.000 et al. and Chapter 269 of the Acts of 2012, and that in the event of any conflict between Landlord's proposed rules and regulations and such DPH regulations, said DPH regulations shall control.

10. COMPLIANCE WITH LAWS

Tenant agrees that no trade or occupation shall be conducted in the Premises or use made thereof which will be unlawful, improper or contrary to any law, ordinance, by-law, code, rule, regulation or order applicable in the municipality in which the Premises are located or which will disturb the quiet enjoyment of the other tenants of the Building. Notwithstanding the provisions of this Section 10, Landlord and Tenant affinn and acknowledge Tenant's intended use of the Premises as described more fully in Section 9. Tenant shall obtain any and all approvals, pennits, licenses, variances and the like from governmental or quasigovemmental authorities, including without limitation any Architectural Access Board and Board of Fire Underwriters (collectively, "Approvals") which are required for Tenant's use of the Premises, including, without limitation, any which may be required for any construction work and installations, alterations or additions made by Tenant to, in, on or about the Premises; provided, however, that Tenant shall not seek or apply for any Approvals without first having given Landlord notice of any application for Approvals and copies of all materials and plans to be submitted in connection therewith. In any event, Tenant shall be responsible for all costs, expenses, and fees in connection with obtaining all Approvals.

11. INSURANCE RISKS

Tenant shall not permit any use of the Premises which will make voidable or, unless Tenant pays the extra insurance premium attributable thereto as provided below, increase the premiums for any insurance on the Building or on the contents of said property or which shall be contrary to any law or regulation from time to time established by the New England Fire Insurance Rating Association (or any successor organization) or which shall require any alteration or addition to the Building. Tenant shall, within thitty (30) days after written demand therefore, reimburse Landlord and all other tenants for the costs of all extra insurance premiums caused by Tenant's use of the Premises. Any such amounts shall be deemed to be additional rent hereunder.

12. TENANT'S OPERATIONAL COVENANTS

(a) Affirmative Covenants

In regard to the use and occupancy of the Premises, Tenant will at its expense: ( 1) keep the inside and outside of all glass in the doors and windows of the Premises reasonably clean; (2) replace promptly any cracked or broken glass of the Premises with glass of like kind and quality; (3) maintain the Premises in a clean, orderly and sanitary condition and free of insects, rodents, vennin and other pests; (4) keep any garbage, trash, rubbish or other refuse in vennin-proof containers

3

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13. SIGNS

within the interior of the Premises until removed (and Tenant shall cause the Premises to be inspected and extenninated on a regular basis by a reputable, licensed extenninator and shall provide Landlord, on request, with a copy of Tenant's contract for such services); ( 5) keep all mechanical apparatus free of vibration and loud noise which may be transmitted beyond the Premises ( 6) tenant shall keep the premises around the outside of the building and the parking lot clean and cleared of snow. If the property is cited by the City of Boston for trash on the outside of the building, tenant shall be responsible for payment of any resulting fines. Tenant shall keep the rented premises free of any insects or pests. Tenant shall maintain a pest control plan, including a regular maintenance plan with a qualified pest control professional for the purpose of keeping the premises free of insects and pests.

(b) Negative Covenants

In regard to the use and occupancy of the Premises and common areas, Tenant will not: (7) place or maintain any trash, refuse or other articles in any vestibule or entry of the Premises, on the sidewalks or corridors adjacent thereto or elsewhere on the exterior of the Premises so as to obstruct any corridor, stairway, sidewalk or common area; (8) permit undue accumulations of or bum garbage, trash, rubbish or other refuse within or without the Premises; (9) cause or permit objectionable odors to emanate or to be dispelled from the Premises; or (I 0) commit, or suffer to be committed, any waste upon the Premises or any public or private nuisance or other act or thing which may disturb the quiet enjoyment of any other tenant or occupant of the Building, or use or permit the use of any portion of the Premises for any unlawful purpose.

Except as expressly permitted in this Section, Tenant shall not place any signs, placards, or the like on the Building or in the Premises that will be visible from outside the Premises (including without limitation both interior and exterior surfaces of windows). Subject to tenant obtaining all necessary approvals and pennits therefore, Tenant may not erect any additional signs on the exterior other than those already in place except for those in a location designated or approved by Landlord. Plans and specifications, including, without limitation, artwork, for such sign must be submitted to Landlord or for its written approval before installation, which approval shall not be unreasonably withheld. In any event, the total area of Tenant's exterior sign shall not exceed that proportion of the total area of exterior signage allowed on the Building under zoning that the floor area of the Premises bears to the total floor area of the Building. The costs of all interior and exterior signs and the installation thereof, including the costs of any required permits or approvals, shall be the responsibility of tenant. Tenant shall comply at its own expense with the requirements of all laws and regulations affecting the maintenance of tenant's signs. Tenant shall remove all signs upon tennination of this Lease and shall return the Premises and the Building to their condition prior to the placement or erection of said signs.

14. HAZARDOUS MATERIALS

Tenant shall not use, handle, store or dispose of any oil, hazardous or toxic substances, materials or wastes (collectively "Hazardous Materials") in, under, on or about the Property except for such storage and use consented io by Landlord in advance which consent may be withheld in Landlord's sole and absolute discretion. Any Hazardous Materials in the Premises and all containers therefore,

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DocuSlgn Envelope ID: 620AC512·006F-4A33·ACF6·82125BBD34CD -

shall be used, kept, stored and disposed of in confonnity with all applicable laws, ordinances, codes, rules, regulations and orders of governmental authorities. If the transportation, storage, use or disposal of Hazardous Materials anywhere on the Property in connection with Tenant's use of the Premises results in (I) contamination of the soil or surface or ground water or (2) loss or damage to person(s) or property, then tenant agrees (i) to notify Landlord ilmnediately of any contamination, claim of contamination, loss or damage, (ii) after consultation with and approval by Landlord, to clean up all contamination in full compliance with all applicable statutes, regulation_s and standards, and (iii) to indemnify, defend and hold Landlord hannless from and against any claims, suits, causes of action, costs and fees, including, without limitation, attorneys' fees, arising from or connected with any such contamination, claim of contamination, loss or damage.

INSTALLATIONS, ALTERATIONS AND ADDITIONS

15. INSTALLATIONS, ALTERATIONS, AND ADDITIONS

Tenant shall not make structural installations, alterations, or additions to the Premises, but may make nonstructural installations, alterations or additions provided that Landlord consents thereto in advance and in writing, which consent shall not be unreasonably withheld, delayed or conditioned as to work in the existing industrial space that will not affect the utility or building service systems or equipment. Any installations, alterations, or additions made by tenant shall be at Tenant's sole cost and expense and shall be done in a good and workmanlike manner using materials of a quality at least equivalent to that of the existing improvements and in compliance with the requirements of this Section; and prior to tenant's use of the Premises, after the perfonnance of any such work, tenant shall procure certificates of occupancy and any other required ce1iificates. Tenant shall not suffer or pennit any mechanics' or similar liens to be placed upon the Premises for labor or materials furnished to Tenant or claimed to have been furnished to Tenant in connection with work of any character perfonned or claimed to have been perfonned at the direction of Tenant, and shall cause any such lien to be released of record forthwith without cost to Landlord. At all times when any installation, alteration, or addition by Tenant is in progress, there shall be maintained, at Tenant's cost and expense, insurance meeting the requirements of this lease and certificates of insurance evidencing such coverage shall be furnished to Landlord prior to the commencement of any such work.

ASSIGNMENT AND SUBLETTING

16. PERMITTED ASSIGNMENT TO AFFILIATED ENTITY

Tenant may assign this Lease in whole or in part to an entity related or affiliated with Tenant or its principals, provided that such entity intends to continue, support or advance a use as described in Section 9. Tenant's written notice of assignment to Landlord shall indicate the nature and effective date of the assignment. Landlord and Tenant hereby affinn and acknowledge that Tenant intends, on or after the Execution Date, to assign this Lease to Beacon Compassion Inc., a Massachusetts not-for-profit corporation ("Beacon"). If this Lease shall be so assigned, or if the Premises or any part thereof shall be underlet or occupied by anybody other than Tenant, Landlord shall nevertheless collect rent from the Tenant assignor. No such assignment, occupancy or collection shall be deemed a waiver or release of Tenant from full perfonnance hereunder. With the exception of the assignment described in this Section 16 or in Section 17 below, Tenant shall

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not assign or encumber this Lease in whole or in part, nor sublet all or any part of the Premises, nor grant any license, concession or lease to operate any business in the Premises ("General Assignment") without the prior written consent of Landlord in each instance. Such consent shall not be unreasonably withheld or delayed, provided that no default is then outstanding.

17. PERMITTED SALES AND TRANFERS

Sale or transfer of stock, merger, or establishment of revocable trusts, family trusts, partnerships or the use of transfer strategies or estate planning techniques shall not be considered a General Assignment under Section 16 above. Furthennore, the sale or transfer of stock, merger, or establishment of revocable trusts, family trusts, partnerships or the use of transfer strategies or estate planning techniques, or changes in the corporate structure of the Tenant or the Tenant's business, or the raising or use of investment capital in connection with the Tenant's business, whether due entirely or largely to regulatory and legal requirements or to accommodate the demands of the Tenant's business, shall not be considered a General Assignment under Section 16 above so long as notice of such transaction is filed with the Landlord fifteen (15) days after the closing date of any such transaction.

REPAIRS AND MAINTENANCE

18. TENANT AND LANDLORD OBLIGATIONS

From and after the date that possession of the Premises is delivered to Tenant and until the end of the Lease Tenn, Tenant shall keep the Premises and every part thereof in good order, condition, and repair, reasonable wear and tear and damage by casualty, as a result of condemnation, or as a result of the failure of Landlord to provide services required to be provided hereunder only excepted; and shall return the Premises to Landlord at the expiration or earlier termination of the Lease Tenn in such condition. Tenant, upon execution of this Lease, shall have the utilities turned over into his name. Except as may be provided herein, Landlord agrees to keep in good order, condition, and repair the structural components and the roof and the Building.

19. CAUSES BEYOND CONTROL OF THE LANDLORD

Landlord shall in no event be liable for failure to perfonn any of its obligations under this Lease when prevented from doing so by causes beyond its reasonable control, including without limitation labor dispute, breakdown, accident, order or regulation of or by any governmental authority, or failure of supply, or inability by the exercise of reasonable diligence to obtain supplies, parts, or employees necessary to furnish services required under this Lease, or because of war or other emergency, or for any cause due to any act, neglect, or default of Tenant or Tenant's servants, contractors, agents, employees, licensees or any person claiming by, through or under Tenant, and in no event shall Landlord ever be liable to Tenant for any indirect, special or consequential damages under the provisions of this Section or any other provision of this Lease. In furtherance of the foregoing and not in limitation thereof, in no event shall Landlord be liable for the failure of a prior tenant of the Premises or any part thereof to vacate the

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Premises, and Tenant's sole and exclusive remedy on account thereof shall be an extension of the Tenn and Rent Commencement Dates for the amount of days by which the Tenn Commencement Date is delayed due to a previous tenant's failure to vacate the Premises or any portion thereof. If there is an interruption of utility service or other building services to the Premises due to the negligence or willful misconduct of Landlord or its agents, employees, or contractors that renders all or any portion of the Premises untenantable for the Pennitted Use hereunder and Tenant actually vacates all or any portion of the Premises and notifies Landlord thereof, then, commencing on the third business day after Tenant so vacates the Premises and notifies Landlord thereof, then, as Tenant's sole and exclusive remedy therefore, the Rent shall proportionately abate until such services are restored and Landlord gives Tenant notice thereof or Tenant reoccupies the Premises (or such vacated portion), whichever occurs first.

INDEMNITY

20. TENANT'S INDEMNITY

Tenant shall indemnify and save harmless Landlord, the directors, officers, agents, and employees of Landlord, against and from all claims, expenses, or liabilities of whatever nature (a) arising directly or indirectly from any default or breach by Tenant or Tenant's contractors, licensees, agents, servants, or employees under any of the tenns or covenants of this Lease (including without limitation any violation of Landlord's Rules and Regulations and any failure to maintain or repair equipment or installations to be maintained or repaired by Tenant hereunder) or the failure of Tenant or such persons to cmnply with any rule, order, regulation, or lawful direction now or hereafter in force of any public authority, in each case to the extent the same are related, directly or indirectly, to the Premises or the Building, or Tenant's use thereof; or (b) arising directly or indirectly from any accident, injury, or damage, however caused, to any person or property, on or about the Premises; or (c) arising directly or indirectly from any accident, injury, or damage to any person or property occurring outside the Premises but within the Building or on the Lot, where such accident, injury, or damage results, or is claimed to have resulted, from any act, omission, or negligence on the part of Tenant, or Tenant's contractors, licensees, agents, servants, employees or customers, or anyone claiming by or through Tenant: provided, however, that in no event shall Tenant be obligated under this clause ( c) to indemnify Landlord, the directors, officers, agents, or employees of Landlord, to the extent such claim, expense, or liability results from any omission, fault, negligence, or other misconduct of Landlord or the officers, agents, or employees of Landlord on or about the Premises or the Building.

This indemnity and hold hannless agreement shall include, without limitation, indemnity against all expenses, attorney's fees and liabilities incurred in connection with any such claim or proceeding brought thereon and the defense thereof with counsel acceptable to Landlord. At the request of Landlord, Tenant shall defend any such claim or proceeding directly on behalf and for the benefit of Landlord.

21. THE TENANT'S RISK

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Tenant agrees to use and occupy the Premises and to use such other portions of the Building and the Lot as Tenant is herein given the right to use at Tenant's sole risk; and Landlord shall have no responsibility or liability for any loss or damage, however caused, to furnishings, fixtures, equipment, or other personal property of Tenant or of any persons claiming by, through, or under Tenant.

22. INJURY CAUSED BY THIRD PARTIES

Tenant agrees that Landlord shall not be responsible or liable to Tenant, or to those claiming by, through, or under Tenant, for any loss or damage resulting to Tenant or those claiming by, through, or under Tenant, or its or their property, that may be occasioned by or through the acts or omissions of persons occupying any part of the Building, or for any loss or damage from the breaking, bursting, crossing, stopping, or leaking of electric cables and wires, and water, gas, sewer, or steam pipes, or like matters.

23. SECURITY

Tenant agrees that, in all events, Tenant is responsible for providing security to the Premises and its own personnel.

INSURANCE

24. PUBLIC LIABILITY INSURANCE

Tenant agrees to maintain in full force from the date upon which Tenant first enters the Premises for any reason, throughout the Lease Tenn, and thereafter so long as Tenant is in occupancy of any part of the Premises a policy of commercial general liability insurance, written on an occurrence basis and including contractual liability coverage to cover any liabilities assumed under this Lease, insuring against all claims for injury to or death of persons or damage to property on or about the Premises or arising out of the use of the Premises, including products liability, and completed operations liability. Each such policy shall designate Tenant as a named insured, shall be reasonably satisfactory to Landlord, including, without limitation, the amount of any deductible thereunder, and Landlord, its managing agent, if any, and any mortgagees (as may be set forth in a notice given from time to time by Landlord) shall be named as additional insureds, as their interests appear.

Each such policy shall expressly provide that it shall not expire or be amended or canceled without at least thirty (30) days' prior written notice to Landlord in each instance and that the interests of Landlord thereunder or therein shall not be affected by any breach by Tenant of any policy provision, and a duplicate original or ce1tificate thereof shall be delivered to Landlord. Tenant shall obtain and maintain general liability insurance coverage for no less than $1,000,000 per occurrence and $2,000,000 in aggregate, annually, and the deductible for such a liability policy shall be no higher than $5,000 per occurrence. Landlord shall

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have the right from time to time to increase such minimum limits upon notice to Tenant, provided that any such increase shall provide for coverage in amounts similar to like coverage being carried on like property in the greater Boston area.

Landlord shall maintain the casualty insurance for fire and damage loss on the building.

25. CONSTRUCTION PERIOD INSURANCE

At any time when demolition or construction work is being perfonned on or about the Premises or Building by or on behalf of Tenant, Tenant shall keep in full force and effect the following insurance coverage in each instance with policies reasonably acceptable to Landlord, including, without limitation, the amount of any deductible thereunder:

(i) builder's risk completed value (nonreporting form) in such fonn and affording such protections as required by Landlord, naming Landlord and its mortgagees as additional insureds; and

(ii) workers' compensation or similar insurance in fonn and amounts required by law.

Tenant shall cause a certificate or certificates of such insurance to be delivered to Landlord prior to the commencement of any work in or about the Building or the Premises, in default of which Landlord shall have the right, but not the obligation, to obtain any or all such insurance at the expense of Tenant, in addition to any other right or remedy of Landlord. The provisions of this section shall survive the expiration or earlier tennination of this Lease.

26. WAIVER OF SUBROGATION

Insofar as and to the extent that the following provisions may be effective without invalidating or making it impossible to secure insurance coverage from responsible insurance companies doing business in The Commonwealth of Massachusetts (even though extra premium may result therefrom): Landlord and Tenant mutually agree that with respect to any loss which is covered by insurance then being carried by them, the one carrying such insurance and suffering said loss releases the other of and from any and all claims with respect to such loss; and they further mutually agree that their insurance companies shall have no right of subrogation against the other on account thereof. In the event that an additional premium is payable by either party as a result of this provision, the other party shall reimburse the party paying such premium the amount of such extra premium. If, at the written request of one party, this release and nonsubrogation provision is waived, then the obligation of reimbursement shall cease for such period of time as such waiver shall be effective, but nothing contained in this Section shall be deemed to modify or otherwise affect any releases elsewhere contained in this Lease.

CASUALTY

27. DEFINITION OF "SUBSTANTIAL DAMAGE" AND "PARTIAL DAMAGE"

The term "substantial damage," as used herein, shall refer to damage which is of such a character that in Landlord's reasonable, good faith estimate the same

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cannot, in ordinary course, be expected to be repaired within 60 calendar days from the time that such repair work would commence. Any damage which is not "substantial damage" is "partial damage."

28. PARTIAL DAMAGE TO THE BUILDING

If during the Lease Tenn there shall be partial damage to the Building by fire or other casualty and if such damage shall materially interfere with Tenant's use of the Premises as contemplated by this Lease, Landlord shall promptly proceed to restore the Building to substantially the condition in which it was illlltlediately prior to the occurrence of such damage.

29. SUBSTANTIAL DAMAGE TO THE BUILDING

If during the Lease Tenn there shall be substantial damage to the Building by fire or other casualty and if such daltlage shall materially interfere with Tenant's use of the Premises as contemplated by this Lease, Landlord shall promptly restore the Building to the extent reasonably necessary to enable Tenant's use of the Premises, unless Landlord, within ninety (90) days after the occurrence of such damage, shall give notice to Tenant of Landlord's election to tenninate this Lease. Landlord shall have the right to make such election in the event of substantial damage to the Building whether or not such damage materially interferes with Tenant's use of the Premises. If Landlord shall give such notice, then this Lease shall tenninate as of the date of such notice with the same force and effect as if such date were the date originally established as the expiration date hereof. If Landlord has not restored the Premises to the extent required under this Section within nine (9) months after the date of such dalllage or destruction, such ninemonth period to be extended to the extent of any delays of the completion of such restoration due to matters beyond Landlord's reasonable control, or if the Premises shall be substantially damaged during the last nine (9) months of the Lease Tenn then, in either such case, Tenant may elect to terminate this Lease by giving written notice of such election to Landlord within thirty (30) days after the end of such nine-month period and before the substantial completion of such restoration. If Tenant so elects to tenninate this Lease. then this Lease and the tenn hereof shall cease and come to an end on the date that is thirty (30) days after the date that Landlord receives Tenant's tennination notice, unless on or before such date Landlord has substantially completed such restoration.

30. ABATEMENT OF RENT DUE TO DAMAGE

If during the Lease Term the Building shall be damaged by fire or casualty and if such damage shall materially interfere with Tenant's use of the Premises as contemplated by this Lease, a just proportion of the Base Rent payable by Tenant hereunder shall abate proportionately for the period in which, by reason of such damage, there is such interference with Tenant's use of the Premises, having regard to the extent to which Tenant may be required to discontinue Tenant's use of the Premises, but such abatement or reduction shall end if and when Landlord shall have substantially restored the Premises or so much thereof as shall have been originally constrncted by Landlord (exclusive of any of Tenant's fixtures, furnishings, equipment and the like or work performed therein by Tenant) to substantially the condition in which the Premises were prior to such damage.

31. MISCELLANEOUS

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In no event shall Landlord have any obligation to make any repairs or perfonn any restoration work under this lease if prevented from doing so by reason of any cause beyond its reasonable control, including, without limitation, the requirements of any applicable laws, codes, ordinances, rules, or regulations, the refusal of the holder of a mortgage or ground lease affecting the premises to make available to Landlord the net insurance proceeds attributable to such restoration, or the inadequacy of such proceeds to fund the full cost of such repairs or restoration, but reasonably promptly after Landlord ascertains the existence of any such cause, it shall either tenninate this Lease or waive such condition to its restoration obligations and proceed to restore the Premises as otherwise provided herein. Further, Landlord shall not be obligated in any event to make any repairs or perfonn any restoration work to any alterations, additions, or improvements to the Premises perfonned by or for the benefit of Tenant (all of which Tenant shall repair and restore) or to any fixtures in or portions of the Premises or the Building which were constructed or installed by or for some party other than Landlord or which are not the property of Landlord.

EMINENT DOMAIN

32. RIGHTS OF TERMINATION FOR TAKING

If the Premises, or such portion thereof as to render the balance (if reconstructed to the maximum extent practicable in the circumstances) physically unsuitable for Tenant's purposes, shall be taken (including a temporary taking in excess of 180 days) by condemnation or right of eminent domain or sold in lieu of condemnation, Landlord or Tenant may elect to tenninate this Lease by giving notice to the other of such election not later than thirty (30) days after Tenant has been deprived of possession.

Further, if so much of the Building (which may include the Premises) or the Lot shall be so taken, condemned or sold or shall receive any direct or consequential damage by reason of anything done pursuant to public or quasi-public authority such that continued operation of the same would, in Landlord's opinion, be uneconomical, Landlord may elect to tenninate this Lease by giving notice to Tenant of such election not later than thirty (30) days atler the effective date of such taking.

Should any part of the Premises be so taken or condemned or receive such damage and should this Lease be not tenninated in accordance with the foregoing provisions, Landlord shall promptly after the detennination of Landlord's award on account thereof, expend so much as may be necessary of the net amount which may be awarded to Landlord in such condemnation proceedings in restoring the Premises to an architectural unit that is reasonably suitable to the uses of Tenant pennitted hereunder. Should the net amount so awarded to Landlord be insufficient to cover the cost of so restoring the Premises, in the reasonable estimate of Landlord, Landlord may, but shall have no obligation to, supply the amount of such insufficiency and restore the Premises to such an architectural unit, with all reasonable diligence, or Landlord may terminate this Lease by giving notice to Tenant within a reasonable time atler Landlord has detennined the estimated cost of such restoration.

33. PAYMENT OF AWARD

The Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Building

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and the Lot and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking or damage, as aforesaid. The Tenant covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant's trade fixtures installed in the Premises by Tenant at Tenant's expense and for relocation expenses, provided that such action shall not affect the amount of compensation othe1wise recoverable hereunder by Landlord from the taking authority

34. ABATEMENT OF RENT

In the event of any such taking of the Premises, the Base Rent or a fair and just proportion thereof, according to the nature and extent of the damage sustained, shall be suspended or abated, as appropriate and equitable in the circumstances.

35. MISCELLANEOUS

In no event shall Landlord have any obligation to make any repairs under this section if prevented from doing so by reason of any cause beyond its reasonable control, including, without limitation, requirements of any applicable laws, codes, ordinances, rules, or regulations or requirements of any mortgagee. Further, Landlord shall not be obligated to make any repairs to any portions of the Premises or the Building which were constructed or installed by or for some party other than Landlord or which are not the property of Landlord, and Tenant shall be obligated to perfonn any repairs on and restorations to any alterations, additions, or improvements to the Premises performed by or for the benefit of Tenant.

36. TENANT'S DEFAULT

(a) If at any time any one or more of the following events (herein referred to as a "Default of Tenant") shall occur:

(i) Tenant shall fail to make payment of rent or any other monetary amount due under this lease within Ten (I 0) days after Landlord has sent to Tenant notice of such default.

(ii) Tenant shall fail to perfonn or observe any other covenant or provision herein contained on Tenant's part to be perfonned or observed and Tenant shall fail to remedy the same within thirty (30) days after notice to Tenant specifying such neglect or failure, or, if such failure is of such a nature that Tenant cannot reasonably remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuity.

(iii)except as otherwise provided by applicable law, if the estate hereby created shall be taken on execution or by other process of law, or if Tenant shall be judicially declared bankrupt or insolvent according to law, or if any assigmnent shall be made of the property of Tenant for the benefit of creditors, or if a receiver, guardian, conservator, trustee in involuntary bankruptcy or other similar officer shall be appointed to take charge of all or any substantial part of Tenant's property by a court of competent jurisdiction, or if a petition shall be filed for the reorganization of Tenant under any provisions of law now or hereafter enacted, and such proceeding is not dismissed within sixty (60) days after it is begun, or if Tenant shall file a petition for such reorganization, or for arrangements under any

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provisions of such laws providing a plan for a debtor to settle, satisfy or extend the time for the payment of debts; or

(iv)Tenant shall vacate or abandon the Premises,

then, in any such case, Landlord may, in addition to any remedies otherwise available to Landlord, immediately or at any time thereafter, and without demand or notice, enter into and upon the P1·emises or any part thereof in the name of the whole and repossess the same as of Landlord's former estate, and expel Tenant and those claitning by, through or under it and remove its or their effects (forcibly if necessary) without being deemed guilty of any manner of trespass, and without prejudice to any remedies that might otherwise be used for arrears of rent or preceding breach of covenant and/or Landlord may tenninate this Lease by notice to Tenant and this Lease shall come to an end on the date of such notice as fully and completely as if such date were on the date herein originally fixed for the expiration of the tenn of this Lease (Tenant hereby waiving any rights of redemption, if any, under GL. c. 186, § 1 l to extent that such rights may be lawfully waived), and Tenant will then quit and surrender the Premises to Landlord, but Tenant shall remain liable as herein provided. To the extent permitted by law, Tenant hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Tenant being evicted or dispossessed, or in the event of Landlord obtaining possession of the Premises, by reason of the violation by Tenant of any of the covenants and conditions of this Lease. In the event of any such tennination, entry or re-entry, Landlord shall have the right to remove and store Tenant's property and that of persons claiming by, through or under Tenant at the sole risk and expense of Tenant and, if Landlord so elects, (x) to sell such property at public auction or private sale and apply the net proceeds to the payment of all sums due to Landlord from Tenant and pay the balance, if any, to Tenant, or (y) to dispose of such property in any manner in which Landlord shall elect, Tenant hereby agreeing to the fullest extent pennitted by law that it shall have no right, title or interest in any property remaining in the Premises after such tennination, entry or reentry.

(b) Tenant covenants and agrees, notwithstanding any tennination of this Lease as aforesaid or any entry or reentry by Landlord, whether by summary proceedings, tennination or otherwise, to pay and be liable for on the days originally fixed herein for the payment thereof, amounts equal to the several installments of Rent and other charges reserved as they would become due under the terms of this Lease if this Lease had not been terminated or if Landlord had not entered or re-entered, as aforesaid, and whether the Premises be relet or remain vacant, in whole or in part, or for a pe1iod less than the remainder of the Term, or for the whole thereof; but in the event the Premises be relet by Landlord, Tenant shall be entitled to a credit in the net amount of rent received by Landlord in reletting, after deduction of all expenses incurred in reletting the Premises (including, without limitation, remodeling costs, brokerage fees, attorney fees and the like), and in collecting the rent in connection therewith.

( c) In case of any Default of Tenant, reentry, entry, expiration and dispossession by summary proceedings or otherwise, Landlord may (i) relet the Premises or any part or parts thereof, either in the name of Landlord or otherwise, for a tenn or tenns that may at Landlord's option be equal to or less than or exceed the period that would otherwise have constituted the balance of the Lease Tenn and may grant concessions or free rent to the extent that Landlord considers advisable or necessary to relet the Premises and (ii) make such alterations, repairs and decorations in the Premises as Landlord, in its sole judgment, considers advisable or necessary for the purpose of reletting the Premises; and no action by Landlord in accordance with the foregoing shall operate or be construed to release Tenant from liability hereunder as aforesaid.

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It is specifically understood and agreed that Landlord shall be entitled to take into account in connection with any reletting of the Premises all relevant factors that would be taken into account by a sophisticated developer in securing a replacement tenant for the Premises, such as, but not limited to, the first class quality of the Building and the financial responsibility of any such replacement tenant..

( d) If there is at any time a guarantor or assignee of this Lease or any interest of Tenant herein or any sub Tenant, franchisee, concessionee or licensee of all or any portion of the Premises, the happening of any of the events described in paragraph (a)(iii) of this Section with respect to such guarantor, assignee, subTenant, franchisee, concessionee or licensee shall constitute a Default of Tenant hereunder.

( e) The specified remedies to which Landlord may resort hereunder are not intended to be exclusive of any remedies or means of redress to which Landlord may, at any time, be entitled lawfully and Landlord may invoke any remedy (including the remedy of specific performance) allowed at law or in equity as if specific remedies were not herein provided for.

(f) All costs and expenses incurred by or on behalf of Landlord (including, without limitation, attorney fees and expenses) in enforcing its rights hereunder or occasioned by any Default of Tenant shall be paid by Tenant.

(g) Upon any Default of Tenant, or the expiration or termination of this Lease, Landlord shall have the right of summary process under G.L. c. 239, or other applicable statutes, and such other rights to recover possession as pennitted by law. Tenant and Landlord each hereby waives any and all rights under the laws of any state to the right, if any, to trial by jury.

Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy, insolvency or like proceedings by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater than, equal to or less than the amount of the loss or damages referred to above.

37. LIMITATION ON LANDLORD'S REMEDIES

Notwithstanding any provision of this Lease to the contrary, no right of entry, possession or sale, either set forth expressly in this Lease or arising as a matter of law, shall permit Landlord to claim, control, possess, secure, sell or dispose of any marijuana, marijuana plant, marijuana flower, edible marijuana-infused product, marijuana extract or any other marijuana product or by-product. Landlord hereby agrees and acknowledges that any such marijuana located on the Premises shall be controlled in accordance with 105 CMR 725.000 et seq., and if provided by law, under the supervision of DPH.

38. LANDLORD'S DEFAULT

Landlord shall in no event be in default in the perfonnance of any of Landlord's obligations hereunder unless and until Landlord shall have failed to perform such obligations within thirty (30) days, or such additional time as is reasonably required to correct any such default, after notice by Tenant to Landlord specifying wherein Landlord has failed to perform any such obligation.

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THE LANDLORD'S ACCESS TO PREMISES

39. THE LANDLORD'S RIGHT OF ACCESS

The Landlord and its agents, contractors and employees shall have the right to enter the Premises at all reasonable hours upon reasonable advance notice, except in exigent circumstances, or any time in case of emergency, for the purpose of inspecting or of making repairs or alterations, to the Premises or the Building or additions to the Building, and Landlord shall also have the right to make access available at all reasonable hours to prospective or existing mortgagees or purchasers of any part of the Building. For a period commencing twelve (12) months prior to the expiration of the Lease Term, Landlord may have reasonable access to the Premises at all reasonable hours for the purpose of exhibiting the same to prospective tenants. Notwithstanding the provisions of this Section 39, any such en(ry or access shall adhere to the stlictures of Massachusetts law and regulation, and shall occur on an "escorted access only" basis, as set forth in I 05 CMR 725.l IO(C)(4) in any designated limited access area. Tenant shall provide Landlord with 24 hour/7 days a week telephone number to access a dispensary agent authorized to access and escort Landlord in any designated limited access areas.

MISCELLANEOUS PROVISIONS

40. CAPTIONS

The captions throughout this Lease are for convenience or reference only and shall in no way be held or deemed to define, limit, explain, describe, modify, or add to the interpretation, construction, or meaning of any provision of this Lease.

41. BIND AND INURE

Except as herein otherwise expressly provided, the obligations of this Lease shall run with the land, and this Lease shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. The reference herein to successors and assigns of Tenant is not intended to constitute a consent to assignment by Tenant, but has reference only to those instances in which Landlord may later give consent to a particular assignment as required by the provisions of Article. Neither the assignment by Landlord of its interest in this Lease as security to a lender holding a mortgage on the Building, nor the acceptance thereof by such lender, nor the exercise by such lender of any of its rights pursuant to said assignment shall be deemed in any way an assumption by such lender of any of the obligations of Landlord hereunder unless such lender shall specifically otherwise elect in writing or unless such lender shall have completed foreclosure proceedings under said mortgage. Whenever the Premises

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are owned by a trustee or trustees, the obligations of Landlord shall be binding upon Landlord's trust estate, but not upon any trustee, beneficiary or shareholder of the trust individually.

42. NO WAIVER

The failure of Landlord· or of Tenant to seek redress for violation of, or to insist upon the strict performance of any covenant or condition of this Lease shall not be deemed to be a waiver of such violation or to prevent a subsequent act, which would originally have constituted a violation, from having all the force and effect of an original violation. The receipt by Landlord of Rent or additional rent with knowledge of the breach of any covenant of this Lease shall not be deemed to be a waiver of such breach by Landlord unless such waiver be in writing signed by Landlord. No consent or waiver, express or implied, by Landlord or Tenant to or of any breach of any agreement or duty shall be construed as a waiver or consent to or of any other breach of the same or any other agreement or duty.

43. NO ACCORD AND SATISFACTION

No acceptance by Landlord of a lesser sum than the minimum and additional rent then due shall be deemed to be other than on account of the earliest installment of such rent due, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as rent be deemed to be an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such installment or pursue any other remedy in this Lease or at law or in equity provided.

44. CUMULATIVE REMEDIES

The specific remedies to which Landlord may resort under the terms of this Lease are cumulative and not intended to be exclusive of any other remedies or means of redress to which it may be lawfully entitled in case of any breach or threatened breach by Tenant of any provisions of this Lease. In addition to the other remedies provided in this Lease, Landlord shall be entitled to the restraint by injunction of the violation or attempted or threatened violation of any of the covenants, conditions or provisions of this Lease or to a decree compelling specific perfonnance of any such covenants, conditions or provisions. Except as otherwise set forth herein, any obligations of Tenant as set forth herein (including, without limitation, rental and other monetary obligations, repair obligations and obligations to indemnify Landlord) shall survive the expiration or earlier tennination of this Lease, and Tenant shall immediately reimburse Landlord for any expense incurred by Landlord in curing Tenant's failure to satisfy any such obligation (notwithstanding the fact that such cure might be effected by Landlord following the expiration or earlier tennination of this Lease).

44A. PARTIAL INVALIDITY

If any tenn or provision of this Lease or any portion thereof or the application thereof to any person or circumstances shall, to any extent, be invalid or

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unenforceable, then the remainder of this Lease and of such term or provision and the application of this Lease and of such term and provision to persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each tenn of this Lease shall be valid and enforceable to the fullest extent pennitted by law.

45. LANDLORD'S RlOHTTO CURE

If Tenant shall at any time default in the performance of any obligation under this Lease, Landlord shall have the right, but not the obligation, to enter upon the Premises and/or to perform such obligation, notwithstanding the fact that no specific provision for such substituted performance by Landlord is made in this Lease with respect to such default. In performing any such obligations, Landlord may make any payment of money or perform any other act. All sums so paid by Landlord (together with interest at the Lease Interest Rate) and all necessary incidental costs and expenses in connection with the performance of any such act by Landlord, shall be deemed to be additional rent under this Lease and shall be payable to Landlord immediately on demand. Landlord may exercise the foregoing rights without waiving any other of its rights or releasing Tenant from any of its obligations under this Lease. Notwithstanding the provisions of this Section 45, any such entry or access shall adhere to the strictures of Massachusetts law and regulation, and shall occur on an "escorted access only" basis, as set forth in 105 CMR 725.l IO(C)(4) in any designated limited access area. Tenant shall provide Landlord with 24 hour/7 days a week telephone number to access a dispensary agent authorized to access and escort Landlord in any designated limited access areas.

46. ESTOPPEL CERTIFICATES.

Tenant agrees on the Tenn Commencement Date and from time to time thereafter, upon not less than fifteen ( 15) days' prior written request by Landlord, to execute, acknowledge and deliver to Landlord a statement in writing, certifying that this Lease is unmodified and in full force and effect, that Tenant has no defenses, offsets or counterclaims against its obligations to pay rent and other charges required under this Lease and to perfonn its other covenants under this Lease and that there are no uncured defaults of Landlord or Tenant under this Lease (or, if there have been any modifications, that this Lease is in full force and effect, as modified, and stating the modifications, and, if there are any defenses, offsets, counterclaims or defaults, setting them forth in reasonable detail), and the dates to which the Rent and other charges have been paid. Any such statement delivered pursuant to this Section may be relied upon by any prospective purchaser or mortgagee of the property which includes the Premises or any prospective assignee of any such mortgagee.

47. ENTIREAOREEMENT

All negotiations, considerations, representations, and understandings between Landlord and Tenant are incorporated herein and this Lease expressly supersedes any proposals or other written documents relating hereto. This Lease may be modified or altered only by written agreement between Landlord and Tenant, and

17


no act or omission of any employee or agent of Landlord shall alter, change, or modify any of the provisions hereof.

48. COUNTERPARTS

This Lease is executed in any number of counterparts, each copy of which is identical, and any one of which shall be deemed to be complete in itself and may be introduced in evidence or used for any purpose without the production of the other copies.

49. CONSTRUCTION AND GRAMMATICAL USAGE

This Lease shall be governed, construed and interpreted in accordance with the laws of The Commonwealth of Massachusetts, and Tenant agrees to submit to the personal jurisdiction of any state court in said Commonwealth for any dispute, claim or proceeding arising out of or relating to this Lease. In construing this Lease, feminine or neuter pronouns shall be substituted for those masculine in fonn and vice versa, and plural tenns shall be substituted for singular and singular for plural in any place in which the context so admits or requires. If there be more than one party tenant, the covenants of Tenant shall be the joint and several obligations of each such party and, if Tenant is a partnership, the covenants of Tenant shall be the joint and several obligations of each of the partners and the obligations of the finn.

50. WHEN LEASE BECOMES BINDING

Employees or agents of Landlord have no authority to make or agree to make a lease or any other agreement or undertaking in connection herewith. The submission of this document for examination and negotiation does not constitute an offer to lease, or a reservation of, or option for, the Premises, and this document shall become effective and binding only upon the execution and delivery hereof by both Landlord and Tenant.

51. NO SURRENDER

The delivery of keys to any employee of Landlord or to Landlord's agents or employees shall not operate as a tennination of this Lease or a surrender of the Premises.

52. COVENANT OF QUIET ENJOYMENT

Subject to the te1ms and provisions of this Lease and on payment of the Rent, additional rent, and other sums due hereunder and compliance with all of the tenns and provisions of this Lease, Tenant shall lawfully, peaceably and quietly have, hold, occupy, and enjoy the Premises during the tenn hereof, without hindrance or ejection by Landlord or by any persons claiming under Landlord; the foregoing covenant of quiet enjoyment is in lieu of any other covenant, express or implied.

53. NOTICES

18

DocuSlgn Envelope ID: 62CAC512·COSF-4A33·ACF6·82125BBD34CD

Whenever, by the tenns of this Lease, notice shall or may be given either to Landlord or to Tenant, such notice shall be in writing and shall be delivered by hand or sent by registered or certified mail, postage prepaid or by so-called "express" mail (such as Federal Express or U.S. Postal Service Express Mail):

If intended for Landlord, addressed to WROX, LLC at the address set forth hereinin, or to such other addresses as may from time to time hereafter be designated by Landlord by like notice.

If intended for Tenant, addressed to Tenant at the address set forth on the first page of this Lease with a copy to such other address or addresses as may from time to time hereafter be designated by Tenant by like notice.

All such notices shall be effective upon delivery, attempted delivery, or refusal, whichever occurs first, at the address or addresses of the intended recipient, as set forth above.

IN WITNESS WHEREOF, the parties hereto have executed this instrument under seal as of the date set forth, above.

LANDLORD WROX,LLC

~Docuslgned by:

L~;;.:.. 1111s1201G

By: E ie Coyle

Its: Manager

TENANT BC RESOURCES LLC

~Q_ 11/;r /1~ By: Steve Angelo Its: Manager

19

ASSIGNMENT OF COMMERCIAL LEASE

This Assignment of Commercial Lease ("Assignment") is dated as of this/S-:ay of November 2016 ("Effective Date") and is between BC Resources LLC, a Massachusetts limited liability company with .the principal address of 115 Lincoln Street, Walpole, Massachusetts 02081 ("Assignor"), and Beacon Compassion Center Inc, a Massachusetts not-for-profit corporation with a principal address 900 Washington Street, Suite A, Norwood, Massachusetts 02062 ("Assignee").

Whereas, Assignor has entered into a certain Standard Form Commercial Lease with WROX, LLC dated November 15, 2016 ("Lease") relative to a certain real property located at 1524 VFW Parkway, West Roxbury, Massachusetts 02035 ("Demised Premises");

Whereas, a copy of the Lease is attached hereto as Exhibit A;

Whereas, Section 16 of the Lease allows Assignor to assign said Lease "in whole or in part to an entity related or affiliated with Tenant or its principals, provided that such entity intends to continue, support or advance a use as described in Section 9."

Whereas, Assignor desires to assign to Assignee and Assignee desires to accept the assignment thereof from Assignor, all of Assignor's rights, title and interest in, to and under said Lease and the Demised Premises;

Now therefore, for and in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties here to agree as follows:

I. Representations and Warranties. Assignor hereby represents and warrants unto Assignee: (i) that Assignor is the lessee under the Lease and has the right to assign, and is hereby assigning, all of Assignor's right, title and interest under said Lease to Assignee; (ii) that Assignor has delivered or will soon deliver all notices and obtained all consents to assign that may be necessary under the Lease; (iii) that the Lease is valid and subsisting, and is in full force and effect; and (iv) that, to the best of Assignor's knowledge, there are no defaults now existing and no event has occurred and no condition exists which with the passage of time or the giving of notice, or both, would constitute a default.

2. Assignment. As of the Effective Date, Assignor hereby assigns to Assignee all of it right, title and interest in, to and under the Lease and to hold the same unto Assignee and its successors and assigns from and after the date hereof subject to the covenants, conditions and provisions provided in said Lease. Assignor will indemnify, defend and hold harmless Assignee, its successors and assigns and their respective agents, employees, directors and officers from and against any claim, damage, loss, liability, obligation, demand, judgment, suit or expense of any nature whatsoever arising out of or in any way related to the Lease after the Effective Date with respect to any fact or circumstance occurring or existing prior to the Effective Date.

3. Acceptance of Assignment. As of the Effective Date, Assignee hereby accepts the Assignment described herein.

686048 v2/38509/7

4. Consent to Assignment. To the extent that the Lease may require notice to any landlord or other third party and said notice has not been sent as of the Effective Date, Assignor will send said notice within five (5) business days of the Effective Date.

5. Binding Effect and Controlling Law. This Assignment will be binding on and inure to the benefit of the paities hereto, their successors and assigns. This Assignment shall not enlarge any rights of third parties under contracts or arrangements with Assignee, Assignor or any of their respective successors and assigns. This Assignment will be governed by and construed exclusively in accordance with the laws of the Commonwealth of Massachusetts without regard to conflict of laws principles. This Assignment may be executed in one or more original or facsimile counterparts, and all counterparts so executed shall constitute one agreement, binding upon the parties thereto.

IN WITNESS whereof, the undersigned have each caused this Assignment to be duly executed as of the date set forth above by their duly authorized representatives.

By: Stephen Angelo, Manager

COMMONWEALTH OF MASSACHUSETTS

On~ l5_ day of NC!v', 2016, before me, the undersigned notary public, personally appeared ~IQ t\11at'()Jroved to me through satisfactory evidence of identification (check whichever applies):

(X) driver's license or other state or federal government document bearing a photographic image: ( ) oath or affinnation of a credible witness known to me who knows the above signatory; or ( ) my own personal knowledge of the identity of the signatory, to be the persons whose names ai·e signed on the preceding or attached document, and acknowledged to me that they signed it voluntary or its stated purpose.

Notary Public My Commission Expires:(~ ( J.. 7, ~o;:;l.~

2 686048 v2/38509/7

BEACON COMPASSION CENTER INC.

COMMONWEAL TH OF MASSACHUSETTS A/ovm1 1( . ss

On~ day of~, 2016, before me, the undersigned notary public, personally appearedi 11f'l'W1~roved to me through satisfactory evidence of identification (check whichever applies):

(X) driver's license or other state or federal government document bearing a photographic image: ( ) oath or affirmation of a credible witness known to me who knows the above signatory; or ( ) my own personal knowledge of the identity of the signatory, to be the persons whose names are signed on the preceding or attached document, and

acknowledged to me that they signed it volunta~o~&/ 4'

Notary Public My Commission Expires: J\ioA ,· J 7$;2q ~

U l[IOID . : -, ~

3 686048 v2138509/7

May 2. 2016

Department of Public Health Medicul Use of Marijuana Program RMD Applicalion.~ 99 Chauncy Street, 11 'Floor lloston, MA 0211 l

Re: Beacon Compassion Center, Inc.

To Whom ii May Concern:

lw:ON c!OMPA!llltON Cf;N'TU, 1"C. APPLICA~l

TOWN OF NOkTHBOROUGH Town Offices

63 Mai11 Street Nonhborough, MA 01532-1994

(SOS) 393-5040 Phone (508) 393·6996 Fax

The Northborough Board of Selectmen docs hereby provide non-opposition lo Beacon Compassion Center, Inc. 10 operate a Registered Marijunn11 Dispensary (RMD) cultivation and processing facility In the Town or Northborough. This letter of nonopposition is limited to a cultivation and procci;sing fucility only and docs not extend to 1111 RMD retail facility. I have been authorized to provide this letter on behalf of the Northborough Bonrd of Selectmen by a vote taken at n duly nollced meeting held on November 9, 2015.

Tho Northborough Board of Selectmen has verified with the appropriate local officials that the proposed RMD facilhy is located in a Business South r.oning district that allows such use pursuant to a special permit under local permitting.

Si~.

(,,,.~ ~)LJ..,-~

John W. Coderre Town Administrator

cc: Board of Sclcclmcn Town Clerk Town Planner Building Inspector/Zoning Enforcement Officer

BEACON COMPASSION CENTER, INC

APPLICATION 3 OF 3

TOWN OF NORTHBOROUGH Building Department Town Hall Offices• 63 Main Street• Northborough, MA01532 • 508·393-5010 •Fax 508-393·3130

ZONING INTERPRETATION REQUEST FORM

Property Address: JC k wl' e.nc c ,~fer:..e-f: Northborough, MA 01532

Does the Property Have: Public \\later: \'es I No Public Sewer: Yes Nu ./

CurrenlUse: 1:~-~}- j,.._L- ,.,,.'/{ .:.. j,.,,-,JI ~f-.r-~o/--,,,_,,

±k ~ ~"J,.-,"-<-o ..,.l,_,u. ~~IL 4., rc,,_.-..d £,.. • _so_c. <.,~ II

Proposed Use: J?.c.~.iLk,.,l

~ ..jJ.7 .ruJ1 -~ Y<! t"\~.-:J""""'· D•r ~.!'.1'.'7 ,...,.j..;/ J.iipc.ni!e<'( ~ J.s ~

ApplicanlNamc: J3c<-<.•" ~~;,,4 4-1..-; U...t. Phone Number- S"°Ot'- 7 ;l"- ?6 rz_.

Email Address: F.;"-.,. '- ..._,,,_~ {,,_r;..- . c.,.,.,.,/.+I {!) ,,...,;/. C.-'""')

7, (}S-- (},)," :z: ( 1.)

Map & Parcel Number: / 0 </ /.3/

Property Zoning District: B ,S

""' OJ)i<'io/ L'<<'l)n/y 7 - ors - 0 3 0 r .. bl-e, 1. F/,.r f B 7-07- 0/0 0. (.J') C5'J,D>J.J ['1]

Bylaw Citation for Proposed Use:----------

Is the proposed use allo\~·ed in 1he Zoning: Dit:uict: Yes By rll ByZBA~ N<l

Comments: flzl propoyeA_ lt'iC. Woull be. .:i.//,,.,.~,.{ t'q 1-/,,. ZOhi'tij

cl. i's.f.r,,c. f by <)',P-et:.1;/ pc cn11'f an/}, o.. .s C /.._c, C. if..',·cJ.. o... s L!Jbtf10.nu±1u+11r1a3 ,n(. use.. i's o..!sa all{)w1Lr~-~ GPo.D;beOJ.2,. hv -:pec;..lpe.I'm/I- as !01e//.

Area 2 ~ Area 3 Groundwater Protection Overlay D1slric1 Dett'.nnioation; A.retJ l

Does the use require a GPOD Spl!cial Pl!m1it: Yes

ls a special permit required: 'f·' ~s / No

/ NA

No NA

N ,\

This Zoning lnterprct.stion b for io(orm.:itional purpos~s only. This Zoning Interpretation doe5- not ~1ve permission to construct, alter, demoli!th or change th1~ us,e of"' prr,lperty. This Interpretation m<Jf requir,? a variance and/or special pernlit which is granted by either the Zoning Board of Appeals (ZBA)/Planning f3o,ud

(PB) or both.

GROUND I.BASE

BEACON COMPASSION CENTER, INC. APPLICATION:l Of 3

LEASE dated as of April 15 , 2016, by and between Loren Street, LLC, a Massachusetts limited liability company, having a principal place of business at 303 Worcester Road, Framingham, MA 01701 (hereinafter called "Landlord"), and BC Resources LLC, a Massachusetts limited liability company, having a principal place of business at 115 Lincoln Road, Walpole, MA 02081 (hereinafter called "Tenant").

ARTICLE I

DEMISED PREMISES

Section 1.1. Demised Premises. Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, subject to the provisions of this lease, the premises located at 86 Lawrence Street, Northborough, Worcester County, Massachusetts, consisting of approximately five (5) acres of unimproved land outlined in green on Exhibit A attached hereto (the "Demised Premises"). The Demised Premises, including all buildings, structures and fixtures thereon at any time, constitute a portion of Landlord's property, as outlined in red on Exhibit A (the "Property"). The exact size and location of Demised Premises is subject to reaffirmation by the parties hereto upon completion of an instrument survey to be conducted at Landlord's expense.

Section 1.2. Appurtenances. The Demised Premises are demised, subject to and with the benefit of the easements, rights, restrictions, agreements and encumbrances of record, and with the benefit of all the rights contained in this lease and all the rights appurtenant to this lease and to the demised premises by operation of law.

ARTICLE II

TERM

Section 2.1. Term. The term of this Lease shall be for a period of twelve (12) years commencing on the "Commencement Date" as defined herein, except if terminated pursuant to the provisions of this Lease (the "Term"). The Commencement Date of the Term shall be May 1, 2016.

l

BEACON COMPASSION CENTER, INC. APPLICAT!ONlOF 3

Section 2.2. Extension Rights. Provided that the Tenant is not in default of any of the terms, covenants or conditions of this Lease beyond any applicable grace period, either at the time Tenant exercises any such right or at the expiration of the Term, Tenant shall have the right to extend the Term of this Lease for four (4) additional terms of five (5) years each. Such extension rights $hall be exercised, if at all, by written notice from Tenant received by Landlord not less than one hundred eighty days (180) days prior to the expiration of the Term, time being of the essence. Any such extension shall be upon all of the terms, covenants and conditions of this Lease, except that, once an extension right has been exercised, that right shall be deemed to have been exhausted. If Tenant validly exercises an extension right as herein provided, 'the word "Term" as used herein shall mean the Term specified in Section 2.l above as so extended.

Section 2.3. Contingency Period. Tenant's obligations under this Lease are and shall be contingent upon Tenant's receipt of a "certificate of registration", so-called, pursuant to 105 CMR 725.lOO(C)(l) and otherwise to operate a Massachusetts registered marl.Juana cultivation and/or processing center at the Demised Premises, and contingent upon Tenant's receipt of all local and municipal approvals for such use (the ."Contingency Period"). Landlord shall have exclusive use of the Demised Premises during the Contingency Period, provided however that upon two ( 2) day notice, Landlord will permit Tenant occasional access to and use of the Premises for planning, design and related purposes. The Contingency Period shall expire on July l, 2016. Notwithstanding the foregoing, upon the expiration of the Contingency Period, this Lease shall be in full force and effect and all obligations of Tenant shall be met as set forth herein.

Section 2.4, Notice of Lease. If a recordable notice (or "memorandum" or "short form") of this lease is not executed at the time this lease is executed, Landlord shall do so at a later time, upon Tenant's request. The notice shall contain such information as either party may request, except the rent and other charges payable by Tenant.

2

Al\TICLB III

RENT

BEACON COMPASSION CENTER, INC,

APPLICATIONjOF 3

Section 3.1. Basic Annual Rent. For the term of this lease following the Rent Commencement Date, as defined herein, Tenant shall pay to Landlord at Landlord's address for notices (or to such other person or at such other address as Landlord may direct from time to time by written notice) Basic Annual Rent in accordance with the Rent Schedule below. Except as hereinafter provided, Basic Annual Rent and Additional Rent (as defined herein)shall be paid in equal monthly installments in advance, on the first day of each month. The term "Lease Year" shall mean each of the successive periods of twelve (12) calendar months which fall in the term, beginning with the Rent commencement Date.

RENT SCHEDULE

PERIOD ANNUAL RENT

( i) Lease Year 1 $120,000.00

(ii) Lease Year 2 $122,400.00

(iii) Lease Year 3 $124,848.00

3

BEAcoN COlllPAS.SJON CENTER.INC APPLICATION~OF 3

(iv) Lease Year 4 $127,345.00

(V) Lease Year 5 $129,892.00

(vi) Lease Year 6 $133,789.00

(vii) Lease Year 7 $137,802.00

(viii) Lease Year 8 $141,937.00

(ix) Lease Year 9 $146,195.00

(x) Lease Year 10 $150,581.00

(xi) Lease Year 11 $155,098.00

(xii) Lease Year 12 $159, 751.00

Should Tenant exercise its Extension Rights as set forth under Section 2.2 herein, commencing in Lease Year 13 and continuing throughout the remainder of the Term, as it may be extended, the Basic Annual Rent shall be increased each year thereof by three percent (3%) per year.

Section 3.2. Rent Commencement, Basic Annual Rent, Additional Rent. The Rent Commencement Date for Basic Annual Rent shall be January 1, 2017. Commencing on the Rent Commencement Date, all payments of Basic Annual Rent, as provided herein, shall be made to Landlord in advance in monthly installments on the first day of each month at the address set forth in the introductory paragraph to this Lease, unless Tenant is otherwise notified in writing by Landlord. Notwithstanding the foregoing, commencing on July 1, 2016, payment of Additional Rent, as defined herein, shall be made to Landlord as prescribed in this Section 3.2.

Section 3.3. Late Payments, Interest. In the event that any payment of Basic Annual Rent and/or Additional Rent shall not be paid on the date the same is due, regardless of whether the same constitutes an Event of Default, there shall become due to the Landlord from the Tenant, as Additional Rent and as compensation for the Landlord's extra administrative costs in investigating the circumstances of late rent, a late charge of five percent (5%) of the amount overdue. In addition, any Basic Annual Rent and Additional Rent not paid within ten (10) days of when due shall bear interest from the date due to the Landlord until paid at the variable rate (the "Default Interest Rate") equal to the higher of (i) twelve percent (12%) per annum or

4

BEAcoNco,wp CENrtR, :USION

INC.·~ A.PPLICATIO~OF J

(ii) two percentage points above the prime commercial lending rate of Bank of America, N.A. (or its successor).

Section 3.4. Other Payments. Each payment or expenditure which Tenant is required to make under any provision of this Lease shall be deemed to be Additional Rent, and Landlord's right in the event of Tenant's default in making any such payment or expenditure shall be the same as in the case of a default in paying installments of Basic Annual Rent.

Section 3.5 Security Deposit. Within twenty-five (25) days of Tenant's receipt of a certificate of registration pursuant to 105 CMR 725.lOO(C)(l), but in no event later than July 1, 2016, Tenant shall deliver to and deposit with the Landlord a security deposit of Twenty Thousand and 00/100 Dollars ($20,000.00) (the "Security Deposit"). If, and as soon as, there shall exist an Event of Default under this Lease (and on the occasion of each Event of Default if there shall be more than one) and after all applicable cure periods have expired, the Landlord may draw upon the Security Deposit at any time and from time to time in such amount or amounts as may be necessary to cure the default ( s) or to reimburse the Landlord for any sum(s) which the Landlord may have spent to cure the default(s), and if the Landlord has terminated this Lease due to the Tenant's default(s), the Landlord may also draw upon the security Deposit in such amount (or all) as may be necessary to obtain any amounts from time to time owed to the Landlord by the Tenant after termination, including but not limited to the cost of any repair to equipment provided to Tenant under Section 16. 2, hereof. In the ease of each such drawing (except a drawing occurring after termination or expiration of this Lease), the Tenant shall, on demand, cause the Security Deposit to be reinstated to the full amount that was required by this Lease prior to the drawing. If at the end of the Lease Term, no Event of Default shall exist, the Security Deposit, or any balance thereof, shall be returned to the Tenant or if at the end of the Term of this Lease, an Event of Default shall exist, then any portion of the Security Deposit not necessary to cure said Event of Default shall be returned to Tenant but not otherwise. The Landlord shall be entitled to commingle the security Deposit with other funds of the Landlord, and shall not be obligated to pay interest on the deposit to the Tenant . If the Landlord conveys the Landlord' s interest under this Lease, the Security Deposit, or any part thereof not previously applied, may be turned over by the Landlord to the Landlord's transferee, and, if so turned over, the Tenant agrees to look solely to such transferee for proper application and/or return of the Security Deposit in accordance with the terms of this Lease.

5

ARTICLB IV

REAL ESTATE TAXES

BEACON COMPASSION CENTER, INC. APPLICATION 1oF 3

)

Section 4. 1. Real Estate Taxes. Tenant shall pay to Landlord, with respect to each fiscal tax year occurring during the Term (and pro rata for any partial tax year occurring during the Term) as Additional Rent, a sum equal to twenty-eight and 31/100 per cent (28.31%) of any real estate taxes assessed or levied against Landlord's Property ("Tenant's Tax Portion")for the assessed land value only. As used herein, "real estate taxes" shall mean regular taxes betterment and other special assessments, and all other governmental levies made with respect to real property any payable by owners of such property without regard to the identity of the authority making the impost, but no other governmental imposition shall be deemed a part of the "real estate taxes" unless the present system of taxation is changed with the result in the foregoing definition or with the result that a tax in a form not included above as a part of "real estate taxes" is imposed, in addition to "real estate taxes" as defined above and (presently imposed on owners of real property with respect to that property. If any change in the tax system takes place, each such alternative tax and each such additional tax (as well as any other taxes which were already considered a part of "real estate taxes" for the purpose of this Lease and which continue to be imposed) shall be considered a part of "real estate taxes" for the purposes of this Lease.

Section 4.2 Payments. Commencing on the July 1, 2016, Tenant shall make the payments set forth herein to Landlord in advance as Additional Rent, One twelfth (l/12tni of the Tenant's Tax Portion for the current fiscal tax year, as reasonably estimated by Landlord and based on the most recent tax bill(s) received from the municipality. Landlord shall render a statement to Tenant annually, within sixty (60) days following Landlord's receipt of the current fiscal year tax bill(s) from the municipality, showing the actual real estate taxes rendered against Landlord's property for such fiscal tax year and Tenant's Tax Portion for such fiscal tax year, less the aggregate amount of any monthly payments made by Tenant on account thereof. If at the time such statement is rendered it is determined with respect to that fiscal tax year that the aggregate of Tenant's monthly tax payments is less than Tenant's Tax Portion then Tenant shall pay to the Landlord, as Additional Rent, within thirty (30) days of such statement the amount of such underpayment. Any amounts due Tenant, if the aggregate of

6

BEACON COMPASSION CENTER, INC. APPLICATION .f.OF 3

7 Tenant's monthly tax payments should exceed Tenant's Tax Portion for such fiscal tax year, shall be credited to future monthly payments of Tenant's Tax Portion. If this Lease commences or terminates in the middle of a tax period of the relevant authorities, Tenant shall be liable only for a fraction of Tenant's Additional Rent due hereunder for said tax period, the numerator of said fraction being the number of days of the Term of the Lease which fall within the tax period and the denominator of said fraction .being the total number of days of the tax period.

Section 4.3. Tax on Tenancy Improvements. Tenant shall pay to Landlord within thirty (30) days after receipt of Landlord's bills therefore, the entire amount.of any special assessment or other real estate tax imposed with respect to any improvement to the Demised Premises made by Tenant, but such tax shall not be deemed a part of the real estate taxes on Landlord's Property for purposes of the foregoing Section 4.1.

ARTICLE V [Intentionally Omitted]

ARTICLE VI

LEASEHOLD FINANCING

Section 6.1. Tenant and every successor and assignee of Tenant, and any sublessee of all of the Demised Premises may from time to time, with Landlord's consent, not to be unreasonably withheld, conditioned or delayed, mortgage and finance and refinance its interest in this lease, or any part or parts thereof, and in any sublease, to an institutional lender (as defined in Section 22.2 hereof) without limitation as to amount and without limitation as to what the leasehold mortgage secures, under one or more leasehold mortgages, so long as the leasehold mortgage secures only the leasehold and not the fee interest in the Demised Premises ("Leasehold Mortgage"), and the right to assign unconditionally, collaterally or otherwise, this lease and any sublease as collateral security for such Leasehold Mortgage, and in connection therewith, to grant and convey Tenant's interest in the buildings and any building service equipment in such form as the holder of the Leasehold Mortgage determines. All proceeds of any Leasehold Mortgage shall belong to Tenant.

For the purposes of this Article, the term "mortgage" shall include mortgages, deeds of trust, assignments of the sublessor

7

BEACON COMPASSION CENTER, INC, APPLICATION ,lOF 3

3 interest, and all similar instruments, as well as security interests in personal property and pledges and assignments of the lessee's interest in this lease, and modifications, replacements and consolidations of any of the foregoing, and the term "the Demised Premises" shall include the land demised by this lease and all improvements, fixtures and equipment thereon.

In connection with such financing or refinancing the following shall apply after Landlord has been apprised in writing of the name and address of the holder of a Leasehold Mortgage:

(a) There shall be no cancellation, surrender or modification of this lease by joint action of Landlord and Tenant, without the prior consent in writing of the holder of a Leasehold Mortgage ("Leasehold Mortgagee"), and any such purported action without such Leasehold Mortgagee's consent shall not be valid or effective.

(b) Landlord shall, upon serving Tenant with any notice of default, simultaneously serve a copy of such notice upon the Leasehold Mortgagee. The Leasehold Mortgagee shall thereupon have the right to remedy or cause to be remedied the defaults complained of, including reimbursement to Landlord for any costs or expenses incurred if payable by Tenant under such circumstances, and Landlord shall accept such performance by or at the instigation of the Leasehold Mortqaqee as if the same had been done by Tenant, provided, however, that the Leasehold Mortgagee shall never be obligated so to do. So long as Landlord and Tenant are related entities, Landlord shall not allow more than three months of Tenant's pro rata share of (i) Real Estate Taxes under Article IV or (ii) common area maintenance costs under Article V to accumulate without providing a notice of default to Tenant in order that the Leasehold Mortgagee shall not be obligated to remedy an accumulated monetary default in the situation where Landlord and Tenant are related entities.

(c) Landlord shall take no action to effect a termination of this lease by reason of any default, without first giving to the Leasehold Mortgagee a reasonable time within which either (i) to cure such default, in the case of a default which can be cured by the Leasehold Mortgagee without the commencement of foreclosure

8

BEACON COMPASSION CENTER, INC, APPLICATION~OF 3

7 proceedings or obtaining possession of the Demised Premises; or (ii) in the case of a default which cannot be cured unless and until the Leasehold Mortgagee has obtained 'possession of the Demised Premises, to obtain possession of the Demised Premises (including possession by a receiver), and thereafter to cure such default; or (iii) to institute foreclosure proceedings, as expeditiously as is reasonable and prudent under the circumstances, subject to such delays as are beyond the Leasehold Mortgagee's reasonable control, and thereafter to cure such default; provided, however, that (x) in the case of a default in the payment of money, a reasonable time to cure the same shall be thirty (30) days following receipt of notice of the expiration of the grace period for Tenant, without cure; (y) the Leasehold Mortgagee shall not be required to continue such possession or such foreclosure proceedings which may theretofore have been instituted following a curing of any such default by the Tenant; and (z) nothing herein shall preclude the Landlord from exercising any rights or remedies under this lease, other than the right of termination which is to be governed by this Section, with respect to any other default by the Tenant during any period of such forbearance. So long as any such default is cured within the time hereinbefore provided the Landlord shall not effect a termination of this lease by reason of any such default so cured.

(d) In the event of the termination of this lease for any reason whatsoever, including without limitation default of Tenant, Landlord shall, except as hereinafter provided, enter into a new lease with the Leasehold Mortgagee or its nominee for the remainder of the term of this lease effective as of the date of such termination of this lease, at the rent and upon the covenants, agreements, terms, provisions and limitations herein contained, provided (i) such Leasehold Mortgagee makes written request for such new lease within sixty (60) days from the date of such termination, (ii) such Leasehold Mortgagee pays or causes to be paid to Landlord at the time of the execution and delivery of such new lease any and all sums which would at the time of the execution and delivery thereof be due under this lease but for such termination (subject to the limitation set forth in

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J the last sentence of Section 6.l(b) above), and pays or causes to be paid any and all reasonable expenses, including reasonable counsel fees, court costs and costs and disbursements incurred by the Landlord in connection with any such termination, (iii) such Leasehold Mortgagee cures any and all other defaults under this lease reasonably susceptible of being cured by such holder. llily such new lease shall be and remain an encumbrance on the Demised Premises having the same priority thereon as this lease. The Leasehold Mortgagee, as tenant under such new lease, shall have the same rights, title and interest in and to the buildings and improvements on the Demised Premises as Tenant had under this lease. If the Leasehold Mortgagee becomes the holder of the Tenant's interest, its liability extends only so long as it is the holder of the lessee interest under this lease, and it shall be released of all further liability arising from and after the date of any assignment of such lessee interest.

(e) Landlord agrees that the name of the Leasehold Mortgagee may be added to the "Loss Payable Endorsement" of any and all insurance policies required to be carried by Tenant hereunder. The proceeds from any insurance policies are to be held by any Leasehold Mortgagee and distributed pursuant to the provisions of this lease.

(f) Landlord aqrees, promptly after submission, to execute, acknowledge and deliver any agreements modifying this lease requested by any Leasehold Mortgagee, provided that such modification does not decrease Tenant's obligations or decrease Landlord's rights pursuant to this lease nor increase or expand Landlord's obligations hereunder.

(g) Landlord shall, upon request, execute, acknowledge and deliver to each Leasehold Mortgagee, an agreement, in form satisfactory to such Leasehold Mortgagee and Landlord, between Landlord, Tenant and Leasehold Mortgagee, agreeing to all of the provisions of this Section.

(h) The failure by any such Leasehold Mortgagee to exercise the right under any provision of this lease

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BEACON COMPASSION CENTER, INC, APPLICATION kJF J

shall not be deemed a waiver of its right under any other provision hereof.

(i) The right of a Leasehold Mortgagee to foreclose a Leasehold Mortgage and to sell or assign the lessee interest in this lease is expressly recognized and shall never be deemed a violation of any provision of this lease (but shall be subject to all of the terms and provisions of this lease).

Section 6.2. Landlord may mortgage or otherwise create a security interest upon or affecting the fee interest in the Demised Premises, but the Leasehold Mortgagee shall have the sole prior right to all insurance proceeds deriving from an insurance policy that covers only the buildings on the Demised Premises, subject to Section 6.3, Article XXII and the application of insurance proceeds as set forth in Article XIV hereof, and Tenant shall not be required to name Landlord's mortgagee on any policy of fire insurance solely covering the buildings on the Demised Premises, unless such mortgagee agrees to apply the insurance proceeds in accordance with the provisions of Article XIV hereof or agrees to the provisions of Section 14.2(b) hereof.

1

Section 6.3. Notwithstanding anything in this Article VI to the contrary, Tenant agrees that the buildings to be constructed on the Demised Premises shall be and must be free standing and independent of the existing medical office building adjacent to the Demised Premises and shall not rely on such existing building for its systems, access, operations, structure, support or any other matter. Any Leasehold Mortgage placed upon the Demised Premises shall take subject to the foregoing facts and agreements. Accordingly, notwithstanding anything in this Article VI to the contrary, the loan documents evidencing and securing the Landlord's Mortgage (as defined in Article XXII) shall govern the disposition of (a) any insurance proceeds except insurance proceeds deriving from a separate and distinct policy of insurance covering only the buildings on the Demised Premises and not the existing medical building on adjacent property of Landlord or other shared improvements and(b) any condemnation award, except that any condemnation award attributable to any improvements on the Demised Premises, as specified by Section 15.6 hereof, shall be governed by the provisions of Sections 15.5, 15.6 and 15.7 of this lease.

AR!rICLB VII

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APPLICATIO~ OF 3

LANDLORD'S PREPARATION FOR TENANT

Prior to the Rent Commencement Date and as a condition precedent to Tenant's obligation to pay Basic Annual Rent, Landlord shall, at its own cost and expense, perform the following work:

3

l. All necessary engineering/survey work to provide Tenant with staked boundaries of the Demised Premises;

2. All necessary land/site work to provide an adequate roadway on the Property to provide access to the Demised Premises ("Access Road");

3. Arrange for the installation of utility lines, pipes and similar conduits ("Utilities") for the purpose of serving the Demised Premises.

ARTICLE VIII

CONSTRUCTION, REPAIRS AND ALTERATIONS

Section 8.1. Tenant shall have the right, at its election and subject to the provisions of Sections 10.2 and 11.1 hereof, at any time and from time to time, during the term hereof and any extensions, to make such alterations, changes, replacements, improvements and additions in and to the Demised Premises, and any part thereof from time to time, as it may deem desirable, in Tenant's sole discretion, including the construction on the Land of any building(s), improvements(s) and/or structure(s), and the right to demolish any buildings, structures and/or improvements that hereafter may be situated or erected on the Land (o.nd o.11 salvage value thereof to be and remain the property of Tenant), provided that any demolition of any existing building on the Demised Premises is followed by construction of another building or structure of comparable size and value to that which is demolished, except in the case of a casualty or taking, where reconstruction is governed by Articles KIV and KV hereof.

In order to effectuate the purposes of this Article, Tenant shall have the right to do any and all things, perform all work, and make any alterations, changes and improvements on and to the Demised Premises as Tenant shall deem expedient or necessary, subject to the provisions of Sections 10.2 and 11.1 hereof. Tenant shall not be required, at the expiration of the term, to demolish and remove any buildings or improvements which may be constructed or built upon the Demised Premises at any time during the term, nor shall Tenant be required to build any

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BEACON COMPo\SSION CENUR,INC. APPLICATION'l OF 3

buildinq or improvement durinq the term hereof, except as provided herein.

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Section 8.2. Landlord shall promptly execute and deliver to Tenant such instrument or instruments embodying the approval of Landlord as may be required by any public or quasi public authority for the purpose of obtaining any approvals, permits, licenses, or other consents for performing any work contemplated by this lease, or any other thinq required in connection therewith, provided, that all reasonable costs incurred by Landlord in connection therewith shall be reimbursed by Tenant.

Section 8.3. All buildings, structures, improvements and other property on the Demised Premises that are constructed or placed thereon by Tenant shall be owned by Tenant until the expiration or sooner termination of this lease, at which time they shall, if remaininq at the end of the term, ipso facto, and without the need for any deed or other instrument, become the property of Landlord. Throuqhout the term of this lease, Tenant alone shall be entitled to deduct all depreciation on Tenant's federal and state income tax returns with respect to all such buildinqs, improvements, structures and other property,

Section 8.4. Durinq the performance of any construction, Tenant shall maintain and provide Landlord in accordance with Section 11.4 with evidence of builder's "all risk" fire and comprehensive qeneral liability, as well as worker's compensation insurance to the extent required by applicable laws, with respect to such construction in such amounts and on such terms as are customary for like construction.

Section 8.5. Tenant shall make all necessary repairs to the Demised Premises and any buildinqs and improvements thereon in order to maintain the same in qood repair and in compliance with all applicable laws, orders and requlations of qovernmental authorities, except for reasonable wear and tear and except in the case of casualty or taking, which are governed by Articles XIV and XV hereof.

Section 8.6. Tenant shall be responsible for the removal of snow, ice and refuse from the Access Road throughout the term of this lease. For so lonq as Tenant is leasing the Demised Premises constitutinq only the approximately five acres of land as outlined in Exhibit A, Landlord shall make all necessary repairs to the Access Road, including patchinq, resurfacing and replacinq same. If Tenant should exercise its Additional Lease

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BE,\,CON CO.\fl'.us10N CENTER, INC,

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Options as set forth in Article XVII herein Tenant shall assume the obligation of making said necessary repairs.

ARTICLE IX

Section 9.1. Use. The Demised Premises may be used for marijuana cultivation and/or processing center. Notwithstanding any provision of this Lease to the contrary, Landlord and Tenant agree, acknowledge and understand that Tenant intends to engage in the business of, or work in connection with, a marijuana cultivation and/or processing center under Chapter 369 of the Acts of 2012, An Act for the Humanitarian Medical Use of Marijuana, and M.G.L. c. 111, s. 3, and regulated pursuant to 105 CMR 725.100, and that Tenant intends to acquire, cultivate, possess, process (including development of related products such as edible MIPs, tinctures, aerosols, oils, or ointments), transfer, transport, sell, distribute, dispense, or administer marijuana, products containing marijuana, related supplies, or educational materials to registered qualifying patients or their personal caregivers, as now permitted by the laws of the Commonwealth or as permitted by law in the future. Tenant shall engage in such activities in a manner consistent with Massachusetts law and regulation.

Section 9.2. No Prohibition On Assignment to Affiliated Entity. Upon 30 days written notice to Landlord, Tenant may assign this lease in whole or in part to an entity related or affiliated with Tenant or its principals, provided that such entity intends to continue, support or advance a use as described in Section 9.1 herein. Tenant's written notice of assignment shall include the nature of the assignment, a summary of the transaction, and all corporate entities and individuals involved and their relationship to the Tenant. If this lease shall be so assigned, or if the Demised Premises or any part thereof shall be underlet or occupied by anybody other than Tenant, Landlord shall nevertheless collect rent from the Tenant assignor. No such assignment, occupancy or collection shall be deemed a waiver or release of Tenant from full performance hereunder. Notwithstanding any assignment or any indulgence granted by Landlord at any time to any assignee, Tenant shall remain fully and primarily liable on this lease and shall not be

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BEACON COlllPASSION CENTI:R, INC, APPLICATIONt_ OF J

released from performing any of its terms, covenants and conditions.

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Section 9.3. Limitations on General Assignment. With the exception of the assignment detailed in Section 9.2 above, Tenant shall not assign or encumber this lease in whole or in part, nor sublet all or any part of the Demised Premises, nor grant any license, concession or lease to operate any business in the Demised Premises ("General Assignment") without the prior written consent of Landlord in each instance, Such consent shall not be unreasonably withheld, conditioned or delayed, provided that no default is then outstanding. If this lease shall be assigned, or if the Demised Premises or any part thereof shall be underlet or occupied by anybody other than Tenant, Landlord may collect rent from the assignee, subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such assignment, subletting, occupancy or collection shall be deemed a waiver of the within covenant, or an acceptance of the assignee, subtenant or occupant as tenant, or a release of Tenant from full performance hereunder. Notwithstanding any consented to assignment or sublease or any

indulgence granted by Landlord at any time to any assignee or sublessee, Tenant shall remain fully and primarily liable on this Lease and shall not be released from performing any of its terms, covenants and conditions.

Section 9.4. Permitted Sales and Transfers. Sale or transfer of stock, merger, or establishment of revocable trusts, family trusts, partnerships or the use of transfer strategies or estate planning techniques shall not be considered a General Assignment under Section 9.3 above so long as notice of same is filed with the Landlord fifteen (15) days prior to the transaction giving the details of the transfer and majority voting power and operational control does not transfer. Furthermore, the sale or transfer of stock, merger, or establishment of revocable trusts, family trusts, partnerships or the use of transfer strategies or estate planning techniques, or changes in the corporate structure of the Tenant or the Tenant's business, or the raising or use of investment. capital in connection with the Tenant's business, whether due entirely or largely to regulatory and legal requirements or to accommodate the demands of the Tenant's business, shall not be considered a General Assignment under Section 9.3 above so long as notice of such transaction is filed with the Landlord fifteen (15) days prior to the transaction and majority voting power and operational control does not transfer.

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AltTICLE X

TENANT'S MISCELLANEOUS OBLIGATIONS


APPLICATION( OF)

]

Section 10.1. Pa}'!!\ent Obligations. Tenant agrees that it will pay the rent and other charges reserved hereunder promptly when due and that it will remain liable for the same, as well as for the performance of all other covenants of Tenant under the lease, notwithstanding any assignment of the lessee interest or any subletting of the term or the Demised Premises, Landlord agreeing that any sums received by it from any such assignee or sublessee shall be credited against Tenant's liability therefor. Tenant agrees, beginning on the Commencement Date, to pay for

its own utilities, water, heat and air conditioning; and to pay sewer "taxes" or sewer use charges measured by the consumption of water in the Demised Premises or measured by the area thereof, or by some other means reasonably related to Tenant's use of the sewer system.

Section 10.2. Tenant's Work. Tenant agrees to pay promptly when due the entire cost of any work undertaken by Tenant in, on or to any part of the Demised Premises (Tenant reserving the right, however, in good faith to contest its liability for such costs); to secure the discharge of record or bonding of any lien imposed with respect to such work within forty-five (45) days from the filing of such lien; to procure in accordance with Section 7.4 hereof and pay for all necessary insurance (including builder's risk, so-called) and permits before undertaking such work (Landlord agreeing to execute promptly and without charge to Tenant and at no additional cost or liability to Landlord any instrument of approval which may be required in connection with any such permit); and to do all of such work in a good and workmanlike manner, employing materials of good quality and complying with all applicable laws, orders and regulations of governmental authorities.

Section 10.J. Yield-Up. At the end of the term, Tenant shall peaceably yield up the Demised Premises to Landlord in good repair and in compliance with all applicable laws, orders and regulations of governmental authorities, reasonable wear and tear excepted and subject to the provisions of Article XIV and xv hereof, and Tenant shall not be required to remove or undo any installation, erection, alteration or addition made in, on or to the Demised Premises. Nothing herein contained shall require the Demised Premises to be, at the end of the term, in the same condition as they were in at the Commencement Date, or at any time during the term hereof.

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BEACON COMPASSION CENTER, INC, APPL!CATIO~OF 3

3

Section 10.4. Landlord agrees at no additional cost or 1iabi1ity to Landlord to execute and deliver any documents or other instruments which may be necessary or proper to permit Tenant to contest the validity or application of any law, ordinance, order, rule, regulation or requirement and to fully cooperate with Tenant in such contest.

ARTICLE XI

INDEMNIFICATION; LIABILITY INSURANCE

Section 11.1. Indemnification by Tenant. Beginning with the commencement Date, Tenant shall defend and save Landlord harmless and indemnified from and against all bodily and personal injury, loss, claims or damage to any person or property while on or about the Demised Premises or the Property, arising from (i) the negligence of, or due to any work or action taken in, on or about the Demised Premises or the Property by, Tenant or any of its agents, contractors, servants, employees, subtenants, licensees or invitees, or (ii) any use, non-use, possession, operation, or maintenance of the Demised Premises or the Property by Tenant or any of its agents, contractors, servants, employees, subtenants, licensees or invitees. The foregoing indemnity shall include indemnity against all costs, expenses and liabilities incurred in connection with such injury, loss or damage or any such claim, or any proceeding brought thereon or the defense thereof, including reasonable attorneys' fees, but shall not apply to any such injury, loss, claims, or damage resulting from any act or negligence of Landlord or its employees, agents, licensees or contractors.

Section 11.2. Indemnification by Landlord. Beginning with the Commencement Date, Landlord shall defend and save Tenant harmless and indemnified from and against all bodily and personal injury, loss, claims or damage to any person or property while on or about the Demised Premises or the Property which is occasioned by any act or negligence of Landlord, its employees, agents, tenants, licensees or contractors, or by a default in the proper performance of Landlord's obligations under this lease.

Section 11.3. Tenant's Liability Insurance. Tenant shall maintain with respect to the Demised Premises, public liability insurance in an amount not less than $3,000,000 (single limit) as provided in commercial general liability forms with contractual liability endorsement attached, insuring against

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BEACON COMPASSION CENTER, INC, APPLICATIO~OF 3

1

inJury to persons and damage to property to the extent provided in Section 11.1, and naming Landlord as an "additional insured" party under all such insurance. The foregoing limit of $3,000,000 shall be adjusted every five (S) years to such higher amounts as may be customarily carried from time to time by commercial landlords in the Greater Boston area.

Section 11.4. Certificates. Tenant shall deposit with Landlord certificates of the insurance which Tenant is required to maintain under this Article and under Section 8.4 upon the execution of this lease and thereafter within ten (10) days prior to expiration of each such policy. The insurance required hereunder may be maintained under a "blanket policy" but no insurance policy required to be maintained by Tenant shall be canceled or changed without at least ten (10) days' prior written notice to the Landlord. All insurance under this Article shall be maintained with responsible insurance companies qualified to do business in the state in which the Demised Premises are located.

ARTICLE XII

TENANT'S FIXTURES AND EQUIPMENT

All furniture, furnishings, trade fixtures and trade equipment placed in the buildings located on the Demised Premises by or at the expense of Tenant (or by or at the expense of anyone occupying space in the Demised Premises) shall remain the property of Tenant or such occupant, and Tenant (or such occupant) may remove the same or any part thereof at any time or times during the term hereof. Any such property which shall not have been removed from the Demised Premises within twenty (20) days after the end of the term shall be deemed to have become Landlord's property.

ARTICLE XIII

SIGNS

Section 13.1. Tenant's Signs. Tenant and its assignees and sublessees, shall have the right, at their expense, and in conformity with applicable law to erect and thereafter replace and relocate from time to time signs on the exterior and interior of the buildings on the Demised Premises.

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BEACON COMPASSION CENTER, INC, APPLICATION,1/,0F 3

? Section 13.2. Other Signs on Demised Premises. Neither

Landlord nor anyone claiming under Landlord shall have the right to erect any signs on the Demised Premises of any kind.

Section 13.3. Sign Permits. Tenant shall have the right, in its own name, or in Landlord's name as required, to seek any variance or special permits or other approvals or permission for its signage, and Landlord shall execute and deliver, upon request of Tenant, such further instrument or instruments which may be required by any authority for the purpose of obtaining any license or permit for the erection or maintenance of any signs, Tenant agreeing to hold Landlord harmless and indemnified from any expense or liability incurred by reason of the obtaining of any of said instruments, licenses or permits, or the erection and maintenance of such signs. "Signs" shall include, without limitation, placards and other advertising symbols, temporary or permanent.

ARTICLE XIV

FIRE AND CASUALTY; INSURANCE

Section 14.1. Fire Insurance. During the term of this lease, Tenant shall maintain with respect to the buildings and improvements located on the Demised Premises, fire insurance (with "special coverage" or "all risk" endorsements) in such amounts and with such coverages as determined by Tenant, but in minimum amounts equal to 100% of the replacement cost thereof as that cost may be determined from time to time by Tenant's insurer.

All proceeds payable at any any insurance company under such Tenant, or to Tenant's Leasehold provisions of this Article XIV). to, or have any interest in, such proceeds, or .any part thereof.

time and from time to time by policies shall be payable to Mortgagee (subject to the

Landlord shall not be entitled proceeds or any other

Landlord shall cooperate fully with Tenant in order to obtain the largest possible recovery and execute any and all consents and other instruments necessary or desirable in order to effectuate the same and to cause such proceeds to be paid as hereinbefore provided, and Landlord shall not carry any insurance concurrent in coverage and contributing in the event of loss, with any insurance carried by Tenant hereunder if the effect of such separate insurance would be to reduce the protection or the payment to be made under Tenant's insurance,

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3

Any insurance provided by Tenant may be provided by blanket insurance covering the Demised Premises and other locations of Tenant.

Section 14.2. Additional Insured. Landlord agrees that if the Tenant names Landlord as ·an additional insured in any policy maintained by Tenant, Landlord shall have no right to participate in the adjustment or any loss under any such policy or to receive any of the proceeds of such insurance. Landlord shall promptly endorse to Tenant's order (without recourse) any check or other form of payment made on account of any loss under any policy maintained by Tenant and naming Landlord as an additional insured, as provided herein, Landlord hereby irrevocably waiving any and all rights in and to any such payment. Notwithstanding the foregoing, if Tenant terminates the lease pursuant to Section 14.2 hereof or if Tenant fails to comply with the provisions of section 14.4 hereof, Landlord rather than Tenant shall have the sole right to participate in the adjustment of any loss under any insurance policy and shall have the sole right to receive any of the proceeds of such insurance.

Section 14.3. certificates. Upon written request (and not less than ten (10) days prior to the expiration of each such policy), Tenant shall deliver to Landlord a certificate of each policy (and of each endorsement thereon) which is required by this Article. No such policy shall be canceled or changed without at least ten (10) days prior written notice to Landlord.

AllTICLI! XV

EMINENT DOMAIN

Section 15.1. Termination Rights; Eminent Domain. If, after the execution of this lease, the whole of the Demised Premises, or the whole (or an undetermined portion) of the remainder of the term of this lease is taken by eminent domain by any public, quasi public or private authority, or is otherwise appropriated (without a formal taking) pursuant to public authority, this lease shall terminate on the date Landlord is divested of its title to the Demised Premises, or the date Tenant is divested of the lessee interest herein.

Section 15.2. Other Events of Termination. If, as the direct or indirect result of any such taking by eminent domain or any act of or pursuant to any public, quasi public or private authority, any of the conditions described below shall come into

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BEACON COMPASSION Ct:NTER, INC, APPL!CAT!ONi_op J

J existence after the execution of this lease, Tenant shall have the right to terminate this lease by written notice to Landlord, as provided below. Such termination shall take effect as of the date on which the event giving rise to the termination right occurred, and any unearned rent and other charges paid in advance shall be refunded to Tenant. The conditions are as follows:

(i) The aggregate of all reductions in the ground floor area of any one or all of the building or buildings from time to time on the Demised Premises resulting from all such takings or acts shall be such that the original ground floor area thereof shall be reduced by ten percent (10%) or more; or

(ii) The aggregate of all reductions resulting from all such takings or acts shall be such that the then existing parking areas exclusively assigned to Tenant on the Property shall be reduced by ten percent (10%) or more; or

(iii) Reasonable, direct passage on foot, which is reasonably satisfactory to Tenant, between the buildings on the Demised Premises and the paved parking areas on the common areas shall be prevented, or substantially impeded;

(iv) The Demised Premises or the buildings thereon shall be deprived of reasonable, direct access, which is reasonably satisfactory to Tenant, on foot or by vehicle to or from Lawrence Street1 or

(v) The Demised Premises or the buildings thereon shall become permanently in violation of the Town of Northborough zoning by-laws.

If Tenant shall exercise its right to terminate this lease pursuant to the provisions of this Section 15.2, the provisions of this lease with respect to the distribution of the Net Award (as hereinafter defined) shall survive such termination.

Section 15.3. Landlord shall give Tenant written notice in reasonable detail of each taking and each act of or pursuant to public, quasi public or private authority described in Sections 15.l and 15.2. Tenant's termination rights under Section 15.2 shall be exercised by written notice to Landlord sent within one hundred twenty (120) days after receipt of Landlord's notice of

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APPLICATION" OF 3

"]

the relevant facts, or if Landlord fails to give Tenant the required notice, within one hundred twenty (120) days after Tenant's first receipt of notice of the relevant facts from a responsible source, and upon the giving of such notice by Tenant this lease, the term thereof, and all rights and objections of the parties hereto shall come to an end and terminate, except as herein provided with respect to the distribution of the Net Award.

Section 15.4. Notwithstanding the termination of this lease under section 15.l or Section 15.2, Tenant, at its election, may nevertheless (to the extent permitted by law) continue to occupy the Demised Premises and enjoy and exercise all of its rights and privileges under this lease for all (or for such part as Tenant elects) of the period between the taking or act and the date on which the authority which made the taking or performed the act shall evict Tenant, or the date on which Tenant or those having business with it on the Demised Premises shall be prohibited from using the taken access or the taken passageway, provided that all of Tenant's obligations under this lease shall remain in full force and effect for such period of continued occupancy. No prior notice of.the duration or the termination of such period of occupancy shall be required of either Landlord or Tenant.

Section 15.5. Landlord and Tenant shall, in connection with any such taking, join together in making all claims for damages, bringing suit or action, appealing from any award or judgment, and settling and compromising all such claims, suits or actions. Neither party shall maka or enter into such settlement or compromisa without first obtaining the prior consent of the other thereto in writing, and each party shall cooperate with the other in the prosecution of such claims, suits or actions, giving each other reasonable notice of the time and place of any negotiations for settlement or compromise.

No pleading shall be filed in any suit or action without the consent of the other in writing. The amount of any award, judgment, settlement or compromise shall be paid by the taking authority in accordance with Sections 15.6 and 15.7, and the distributions required by this Articla shall be made forthwith.

Section 15.6. Taking Award. In the event that this lease is terminated as a result of a taking or act of public, quasi public or private authority, Landlord reserves to itself, and Tenant assigns to Landlord, except as hereinafter provided, all rights to damages accruing as the result of any such taking or act. Tenant agrees to execute and deliver to Landlord such

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BEACON COMPASSION CENTER, INC, APPLICATION'~OF 3

}

instruments confirming the foregoing assignment as Landlord may reasonably require, but Landlord shall pay Tenant, out of the Net Award (as hereinafter defined), an amount equal to the portion of the Net Award attributable to the fair market value of any improvements existing on the Demised Premises taking into consideration the fair market value of any land and other improvements involved in such taking or act. If the parties are unable to agree, within sixty (60) days following a taking, on the allocation reflecting the fair market value of any improvements existing on the Demised Premises in light of the fair market value of all land and improvements involved in such taking, the parties shall submit the determination of such allocation to reflect the fair market value to a mutually acceptable commercial real estate appraiser with a business off ice in the Greater Boston area who is disinterested in the transaction, is a member of the Appraisal Institute and has at least 10 years experience as a commercial real estate appraiser. If the parties are unable to agree on the selection of such

appraiser within seventy-five (75) days of such taking, such appraiser (who must meet the foregoing criteria) shall be selected by the then President of the Greater Boston Real Estate Board. The phraee "Net Award" shall mean the total award, less all reasonable costs, expenses (including costs of experts), and attorneys' fees incurred in collecting said award. Tenant expressly reserves and excludes from the foregoing assignment any damages payable for trade fixtures, equipment and other tangible personal property of Tenant installed or placed on the Demised Premises by Tenant at its own cost and expense and any relocation expenses specially awardable to tenants and not to landlords, and Tenant shall have the right to recover from the taking authority, but not from Landlord, such compensation as may be separately awarded to Tenant therefor in a separate proceeding. If the lease is not terminated by reason of such taking or act, the Net Award shall be paid in accordance with the provisions of Section 15.7 hereof.

Section 15.7. Repair and Restoration. In the event of a Section 15.2 taking or act, and this lease shall not be terminated by Tenant, having such right, or in the event of a taking, act, or deprivation with respect to which Tenant shall not have the right to terminate this lease, then this lease and the term thereof shall continue in full force and effect, and, to the extent of the portion of the Net Award attributable to Tenant pursuant to Section 15.6 for any improvements on the Demised Premises so taken, Tenant shall repair and restore and rebuild what may remain of the Demised Premises and the building ( s) to a complete architectural unit for use by Tenant, with

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BEACON COMPASSION CENTER, INC, APPLICATIO~OF 3

J any changes desirable to Tenant, and Landlord, from its portion of the Net Award, shall repair and restore and rebuild an exclusive parking area for Tenant's use.

The Net Award, in such case, shall be distributed in the priority stated, as follows:

(a) An amount equal to the portion of the Net Award attributable to Tenant pursuant to Section 15.6 for any improvements on the Demised Premises so taken shall be paid to Tenant who shall then undertake to restore the improvements to a complete architectural unit.

(b) Such amounts as may be due, as the result of such partial taking, to any holder of any Landlord's Mortgage, the payment of which shall be required by such holder, shall be paid.

(c) The balance, if any, shall be distributed to Landlord.

Section 15.8. In the event of a taking of less than the whole of the Demised Premises, and if this lease shall not be terminated, then from the date of the taking, the rent payable hereunder by Tenant shall be reduced by a fraction, the numerator of which is the number of square feet in the portion of the Land so taken and the denominator of which is the total number of square feet contained in the Land at the time of any such taking.

ARTICLE XVI

LANDLORD'S REMEDIES

Section 16.1. Termination for Tenant's Default. Each of the following shall be an event of default: (a) Tenant shall fail to pay Rent for a period of five (5) days after receipt of written notice from Landlord specifying the amount of such Rent due and unpaid, and (b) Tenant shall fail to perform or observe any other term or condition contained in this lease and on the part of Tenant to be performed or observed for a period of thirty (30) days after Tenant's receipt of written notice from Landlord of such failure, provided, however, Tenant shall not be deemed in default with respect to any matter which, by its nature, may not be cured within thirty (30) days, if Tenant shall promptly within such thirty (30) day period commence to cure such default and thereafter diligently prosecute the cure

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BEACON COMPA~ION Cl:NTIR, INC. APPLICATIONt.OF J

·1 to completion. Upon the occurrence of an event of default, defined as aforesaid, then in any such case, notwithstanding any waiver or other indulgence of any prior default, Landlord may terminate this lease by written notice to Tenant sent at any time thereafter, but before Tenant has cured or removed the cause for such termination. Such termination shall take effect on the last day of the month in which Tenant receives it and shall be without prejudice to any remedy Landlord might otherwise have for any prior breach of covenant. Upon the effective date of termination, Landlord thereafter shall have the right to employ all legal means to enter and take possession of the Demised Premises and to remove Tenant and all its trade fixtures and equipment.

Notwithstanding the provisions of this Section 16,l, any such entry or access shall adhere to the strictures of Massachusetts law and regulation, and shall occur on an ''escorted access only" basis, as set forth in 105 CMR 725.110(C)(4) in any designated limited access area. Tenant shall provide Landlord with 24 hour I 7 days a week telephone number to access a dispensary agent authorized to access and escort Landlord in any designated limited access areas. Furthermore, notwithstanding any provision of this Lease to the contrary, no right of entry, possession or sale, either set forth expressly in this Lease or arising as a matter of law, shall permit Landlord to claim, control, possess, secure, sell or dispose of any marijuana, marijuana plant, marijuana flower, edible marijuana-infused product, marijuana extract or any other marijuana product or by-product. Landlord hereby agrees and acknowledges that any such marijuana located on the Premises shall be controlled in accordance with 105 CMR 725.000 et seq., and if provided by law, under the supervision of the Massachusetts Department of Public Health.

Section 16.2. Limitations of Damages. Except for Tenant's obligations under Section 11.l and Article XXI, Tenant's obligations to Landlord for any default under this lease shall be limited to payment of the sums provided for herein, payment of the reasonable cost of procuring substitute performance (as, for example, in the case of Tenant's failure to perform one of its repair obligations), reasonable attorneys' fees and costs incurred by Landlord as a result of Tenant's default and the termination of this lease, and such prohibiting injunctive relief as a court of competent jurisdiction may determine, but Tenant shall never have any liability or responsibility whatever for any consequential or indirect damages, whether proximately or remotely related to a default by Tenant. Landlord hereby

25

BUCON COllfPASSJON CENTER, INC.

APPLICA TION~,OF J ']

waives all rights of distraint and distress and all other right, title and interest in and restrictions and encumbrances on all Tenant's alterations, fixtures, improvements, signs and all other property of Tenant.

Section 16.3. The provisions of this Article XVI are subject to the rights of any Leasehold Mortgagee pursuant to the provisions of Article VI hereof.

Section 16.4. Notwithstanding any provision of this Lease to the contrary, Landlord and Tenant agree, acknowledge and understand that Tenant intends to engage in the business of, or work in connection with, a marijuana cultivation and/or processing center under Chapter 369 of the Acts of 2012, An Act for the Humanitarian Medical Use of Marijuana, and M.G.L. c. 111, s. 3, and regulated pursuant to 105 CMR 725.100, and that Tenant intends to acquire, cultivate, possess, process (including development of related products such as edible MIPs, tinctures, aerosols, oils, or ointments), transfer, transport, sell, distribute, dispense, or administer marijuana, products containing marijuana, related supplies, or educational materials to registered qualifying patients or their personal caregivers, as now permitted by the laws of the Conunonwealth or as permitted by law in the future. Tenant shall engage in such activities in a manner consistent with Massachusetts law and regulation.

ARTICLE XVII

ADDITIONAL LAND LEASE OPTIONS

Section 17.1. Tenant Option to Lease. During Lease Years 1 through 5, Tenant shall have the right but not the obligation to lease the entirety of the Property upon written notice to Landlord ("Option to Lease"). If Tenant shall exercise the Option to Lease, an amendment to this lease shall be promptly executed by the parties expanding the Demised Premises and the following rent schedule ("Option Rent Schedule") shall be incorporated therein in place of Article III of this lease:

PERIOD

(i) Lease Year 1

(ii) Lease Year 2

"OPTION RENT SCHEDULE

26

ANNUAL RENT

$120,000.00

$150,000.00

BEACON COMPASSION CENTER, INC, APPLICATIONJIPF 3

'.3 (iii) Lease Year 3 $250,000.00

(iV) Lease Year 4 $300,000.00

(v) Lease Year 5 $350,000.00

(Vi) Lease Year 6 $360,500.00

(vii) Lease Year 7 $371,315.00

(viii) Lease Year 8 $382,454.00

(ix) Lease Year 9 $393,928.00

(x) Lease Year 10 $405,746.00

(Xi) Lease Year 11 $417,918.00

(xii) Lease Year 12 $430,456.00

Should Tenant exercise its Extension Rights as set forth under Section 2.2 herein, commencing in Lease Year 13 and continuing throughout the remainder of the Term, as it may be extended, the Basic Annual Rent shall be increased each year thereof by three percent (3%) per year."

Section 17.2. Right of First Refusal to Lease. If, during Lease Years l through 5, Landlord shall receive a bona fide offer from a third party to lease all or a portion of the Property and Landlord, in its sole discretion, elects to entertain such an offer, prior to entering into such a lease arrangement with the third party, Landlord shall provide Tenant with written notice of the terms and conditions of said proposed lease. Within ten (10) days of receipt of said notice, Tenant shall have the right, but not the obligation, to lease the entirety of the Property under the same terms and conditions of the proposed lease by providing written notice to Landlord of its election to do so ("First Refusal Exercise") I provided, however, that should the rent offered by said third party be less than the Option Rent Schedule set forth in this Article XVII, the Option Rent Schedule shall be controlling. Promptly upon Tenant's First Refusal Exercise, an amendment to this lease shall be executed by the parties expanding the Demised Premises and incorporating said Option Rent Schedule.

Section 17.3. Tenant's rights as set forth in this Article XVII shall expire at the end of Lease Year 5.

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ARTICLE XVIII

(Intentionally omitted]

ARTICLE XIX

MISCELLANEOUS PROVISIONS

BEACON COMPASSION CENTER, INC, APPLICATION.lOF 3

3

Section 19.l(a). Self Help Rights. If either Landlord or Tenant defaults in making any payment to or for the benefit of the other (whether required by this lease or otherwise) or in the performance of any other obligation imposed on it by this lease, and shall not cure such default within thirty (30) days after written notice thereof (or, if the default requires more than thirty (30) days to be cured, if the defaulting party does not begin to cure the default within that period and then diligently prosecute the cure to completion), then the aggrieved party (without waiving any claim of breach or for damages) at any time thereafter may make such payment or cure such other default for the account of the defaulting party. If necessary to protect the interest of either party in the Demised Premises, or to prevent the interruption or further interruption of the conduct of business in the Demised Premises, or to prevent injury to persons or damage to property, either party may cure a default by the other prior to the expiration of the waiting period but after oral or written notice to the other party.

Section 19.l(b). Any amount paid or oontraotual liability incurred by a party in the exercise of its rights under Section 19.l(a) shall be reimbursed by the other party, together with interest at a per annum rate equal to 2% over the posted FHLB 5/20 fixed amortizing advances reg. rate during the applicable period. Tenant's payments hereunder shall be made as a part of the next installment of Rent coming due after Tenant's receipt of Landlord's bill for such payment, and any amount due to Tenant hereunder may be off set against payments due to Landlord under this lease until Tenant has been fully reimbursed. Landlord agrees that Tenant's good faith exercise of rights under this Section 19.1, including the withholding of payments to reimburse itself for the cost of such exercise, shall never be deemed to be a default by Tenant in any of its obligations under this lease or any of its obligations to the holder of any mortgage covering the Demised Premises.

28

Section 19.2. Covenant of Quiet Enjoyment. Landlord covenants with Tenant that, if Tenant shall pay the rent and perform all of the other obligations imposed on it herein, Tenant shall and may peaceably and quietly have, hold, occupy and enjoy the Demised Premises and all of Tenant's rights and privileges hereunder without hindrance or molestation of any kind. Landlord further covenants and agrees with Tenant that it will save Tenant harmless and indemnified from or against any and all loss and damage of whatsoever kind on account of any default or breach in the performance of this Article or of the warranties and representations and covenants contained in Article XVII, but Landlord shall never have any liability or responsibility whatsoever for any consequential or indirect damages, whether proximately or remotely related to any default by Landlord under any provision of this lease.

Section 19.3. [Intentionally Omitted].

Section 19.4. Force Majeure. The time for the performance of any act required to be done by either party shall be extended by a period equal to any delay caused by or resulting from act of God, war, civil commotion, fire, casualty, labor difficulties, shortages of labor or materials or equipment, governmental regulation, act or default of the other party, or other causes beyond such party's reasonable control (which shall not, however, include the availability of funds), whether such time be designated by a fixed date, a fixed time or otherwise.

Section 19.5. Waiver. Neither the failure of a party to complain of any act or omission on the part of the other party (however long the same may continue), nor the payment or acceptance of rent, nor the performance of any obligation, shall be deemed to be a waiver of any rights hereunder or of the right to recover the amount of any payment or the cost of any performance made or done under protest, whether or not such protest was made in writing. No waiver by either party shall be effective unless in writing and signed by the party asserted to have made such waiver. No waiver of any breach of any provision of this lease shall be deemed a waiver of a breach of any other provision of this lease or a consent to any subsequent breach of the same or any other provision. If any action by either party shall require the consent or approval of the other party, the grant of such consent or approval on any one occasion shall not be deemed a consent to or approval of that action on any subsequent occasion or of any other action on the same or any subsequent occasion. Each right and remedy which either party may have under this lease or by operation of law shall be distinct and separate from

29

BEACON COMPASSION CENTER+ INC, APPLICATIO~Of 3

)

every other such right and remedy; all such rights and remedies shall be cumulative, and none of them shall be deel'lled inconsistent with or exclusive of any other, whether or not exercised; and any two or more or all of such rights and remedies may be exercised at the same time or successively.

Section 19.6. Costs of Performance. wherever this lease requires the performance of an act by either party, such party shall perform the act at its own cost and expense, unless expressly provided to the contrary.

Section 19.7. Notices. Any notice, consent, approval or other communication given pursuant to the provisions of this lease, including those provided to a Leasehold Mortgagee, shall be in writing and shall be given by mailing the same by certified mail or registered mail, return receipt requested, postage prepaid, or by Federal Express or similar overnight courier which delivers only upon signed receipt of the addressee. The time of giving of any notice shall be the time of receipt thereof by the addressee or any agent of the addressee, except that in the event the addressee or such agent of the addressee shall refuse to receive any notice, receipt shall be deemed to be the time of such refusal or the time of such delivery, as the case may be. If sent to Landlord, the same shall be addressed to Landlord at Landlord's Address (as set forth below) or at such other address as Landlord may hereafter designate by notice to Tenant, and if sent to Tenant, the same shall be addressed to Tenant at Tenant's Address (as set forth below) or at such other address as Tenant my hereafter designate by notice to Landlord.

Landlord's Address is: LOREN STREET, LLC c/o Cosmo Land, Inc.

303 Worcester Road Framingham, Massachusetts 01701

Tenant's Address is: BC RESOURCES, LLC 115 LINCOLN ROAD WALPOLE, MA 02081 USA

Section 19.8. Partial Invalidity. If any provision of this lease or the application thereof to any person or circumstance shall, to any extent, be adjudged invalid by a court of competent jurisdiction, the remainder of this lease (and the application of such provision to other persons or circumstances) shall not be affected thereby.

30

Section 19.9(a). Obligations of Parties. If the named Landlord or any successor to the named Landlord is a group or combination (such as, for example, a group of tenants in conunon, rather than a single person or a single corporation), the covenants and liabilities of Landlord shall be the joint and several obligations of all the persons and legal entities comprising such group or combination and may be enforced in a proceeding brought against one or more of the members of the group or combination with the same effect as if each member had been made a party thereto and duly served with process. Any pronoun referring to Landlord, Tenant or a third party shall be read in such number and gender as the context may require. Tenant acknowledges and agrees that the liability of Landlord under this lease shall be limited to its interest in the Demised Premises and any judgments rendered against Landlord shall be satisfied solely out of the proceeds of sale of its interest in the Demised Premises, including the rents, issues, profits, insurance and eminent domain proceeds arising therefrom. No personal judgment shall lie against Landlord upon extinguishment of its rights in the Demised Premises and any judgment so rendered shall not give rise to any right of execution or levy against Landlord's assets. The provisions hereof shall inure to Landlord's successors and assigns including any holder of any Landlord's Mortgage. The foregoing provisions are not intended to relieve Landlord from the performance of any of Landlord's obligations under this lease, but only to limit the personal liability of Landlord in case of recovery of a judgment against Landlord; nor shall the foregoing be deemed to limit Tenant's rights to obtain injunctive relief or specific performance or to avail itself of any other right or remedy which may be awarded Tenant by law or under this lease. Notwithstanding the foregoing, no provision of this Section l9.9(a) shall operate to limit or derogate from Tenant's rights or remedies as to the use or application of funds accruing from any eminent domain proceeding or casualty in the manner described in Articles XIV and XV of this lease, nor shall they render Tenant liable for the obligations or other liabilities of Landlord to others.

Section 19.9(b). The word "Landlord" shall be deemed to include each successive holder of the lessor interest in this lease, and the word "Tenant" shall be deemed to include each successive holder of the lessee interest in this lease, and the provisions of this lease shall be binding on and enforceable by the parties and their respective heirs, devisees, personal representatives, successors and assigns, as appropriate; but if the transferee (or prospective transferee) of the lessor interest

31

BEACON COMPASSION CENTER, INC. APPL I CA TION!l, OF 3

~

herein (other than a mortgagee holding or about to acquire a contingent or collateral assignment of the lessor interest) shall execute, acknowledge and deliver to Tenant (Tenant agreeing to execute, acknowledge and deliver the same promptly after receiving it) a recordable agreement providing that the parties thereto, after such transfer, shall be directly bound to each other to perform the respective undischarged obligations of Landlord and Tenant hereunder (whether accruing before or after the transfer), then after the effective date of such agreement the transferring owner of the lessor interest shall have no liability to Tenant or any claimant under Tenant for any act or omission of Landlord occurring after such effective date. If the transferring owner of the lessor interest fails to obtain and deliver such an agreement to Tenant, the transferee's acceptance of rent shall constitute the transferee's agreement to be bound directly to Tenant to perform the undischarged obligations of Landlord, Tenant hereby agreeing (in consideration thereof) to be bound to the transferee to perform the undischarged obligations of Tenant. If the original Landlord herein is a fee owner, nothing herein contained shall be deemed to change the relationship of this lease to other than as a direct lease from the fee owner to Tenant.

Section 19.9(c). If at any time the lessor interest (or the lessee interest) in this lease shall be held by anyone acting in a fiduciary capacity, then, notwithstanding any other provision of this lease, the Landlord's obligations (or the Tenant's obligations, as the case may be) shall not be binding upon such fiduciary individually or upon any beneficiary or shareholder for whom such fiduciary acts, but only upon such fiduciary in that capacity and upon the estate held by such fiduciary.

Section 19.10. "No Partnership" Clause. No provision of this lease shall be deemed to render Landlord and Tenant partners or participants in any other type of joint enterprise.

Section 19.11. Brokeraqe Claims. Landlord warrants and represents, acknowledging Tenant's reliance thereon, that only Landlord's officers, employees and legal counsel have acted on behalf of Landlord in connection with the negotiation and execution of this lease. Landlord shall defend Tenant and hold Tenant harmless and indemnified against all claims, including those of any broker, for compensation of any kind which are based .in any way on the execution of this lease or the negotiations therefor, except claims asserted by Tenant's officers, employees, legal counsel or consultant. Tenant warrants and represents (acknowledging Landlord's reliance thereon) that only its

32

BEACON COMPASSION CENT£R, INC.

APPL!CATIONlOF 3 .d

officers, employees and leqal counsel have acted on Tenant's behalf in connection with such neqotiations and execution.

Section 19.12. Estoppel, Upon the reasonable request of either party, at any time or from time to time, Landlord and Tenant aqree to execute, acknowledge and deliver to the other, within fifteen (15) days after request, a written instrument, duly executed and acknowledged, (a) certifyinq that this lease has not been modified and is in full force and effect or, if there has been a modification of this lease, that this lease is in full force and effect as modified, statinq such modifications, (b) specifyinq the dates to which the Rent has been paid, (c) statinq whether or not, to the knowledqe of the party executing such instrument, the other party hereto is in default, and, if such party is in default stating the nature of such default, (d) whether or not there are then existinq any set-offs or defenses aqainst the enforcement of any of the obliqations hereunder upon the part of Landlord or Tenant, as the case may be, to be performed or complied with (and, if so, specifyinq the same), and (e) any other information, reasonably and customarily included in any such instrument. Any such certificate may be relied upon by the party requestinq it and any other person, firm or corporation to whom the same may be exhibited or delivered, and the contents of such certificate shall be bindinq on the party executinq the same.

AJl'rICLB XX

[Intentionally Omitted]

AJl'rICLB XXI

HAZARDOUS/TOXIC MATERIALS

Section 21.1. Delivery of Demised Premises; Tenant's Representations and warranties Regarding Asbestos; Toxic Materials. Landlord shall deliver the Demised Premises free and clear of all rubbish and of all Toxic Materials, as defied herein, in compliance with state and federal environmental laws Tenant represents and warrants that none of the buildinqs and improvements to be constructed upon the Demised Premises shall contain any asbestos or any building materials containinq asbestos. Tenant further represents and warrants that no portion of the land constitutinq the Demised Premises or the Property (includinq the surface and subsurface thereof) shall be used by Tenant (or anyone claiming by or throuqh, or actinq on behalf of Tenant) for the dumping or storage of any hazardous materials or

33

BEACON COMPASSION CENTER, INC. AppLJCATIONi_OF 3

; oil, as those terms are defined by any applicable federal or state environmental laws (hereinafter "Toxic Materials"), nor shall Tenant permit any such dumping, storage or use during the term of this lease.

Section 21.2. Tenant's Indemnification. Except to the extent that any Toxic Materials may be located on the Demised Premises prior to the date of this lease (or subsequent thereto as the result of any surface or subsurface migration from adjacent areas of Landlord's Property or from the property of a third party, provided Tenant can reasonably establish such migration), Tenant shall indemnify, defend and hold Landlord, its subsidiaries and affiliates, as well as any and all of the agents, servants, employees, officers, directors and trustees of any of them, harmless from and against any and all actions, petitions, orders, claims or demands made, brought or instituted by any and all private parties and/or any and all public agencies or authorities, together with any and all expenses, including reasonable attorneys' fees, costs, losses, demands, liabilities or penalties assessed against or incurred by any of them, arising out of or in any way connected with any breach or violation of the foregoing representations and warranties by Tenant, any assignee or subtenant of Tenant or the employees, agents, licensees, invitees or contractors of any of them. In connection with the Tenant's indemnif.ications hereunder: ( i) Tenant agrees to defend any claim or demand brought, or any action, petition, or order filed, against Landlord, its subsidiaries or affiliates, or against any or all of the agents, servants, employees, officers, directors or trustees of any of them, or in which any of the Kame may be impleaded, at ite sole cost and expense, whether any such claim or action is rightfully or wrongfully brought or filed; and (ii) Tenant shall pay, satisfy and discharge any judgments, liens, orders or decrees which may be recovered or filed against Landlord, its subsidiaries or affiliates, or any or all of the agents, servants, employees, officers, directors or trustees of any of them, arising out of any such claim, demand, action, petition or order.

Section 21.3. Removal and Repair by Tenant. In addition to the foregoing, Tenant agrees that in the event any Toxic Materials shall be found within, under or upon the Demised Premises, other than as the result of any surface or subsurface migration from adjacent areas of Landlord's Property or from the property of a third party (provided Tenant can reasonably establish such migration), which Toxic Materials were not present prior to delivery of possession of the Demised Premises

34

to Tenant, Tenant shall, forthwith upon receipt of written notice from Landlord, initiate and thereafter diligently prosecute to completion all actions necessary to remove all such Toxic Materials. All such work hereunder shall be performed at Tenant's sole cost and expense in a first class workmanlike manner and in accordance with all requirements of any federal, state or municipal governmental authorities having jurisdiction.

Section 21.4. Indemnification by Landlord. Landlord shall indemnify and hold Tenant, its subsidiaries and affiliates, as well as any and all of the agents, servants, employees, officers, directors and trustees of any of them, harmless from and against any and all actions, petitions, orders, claims or demands made, brought or instituted by any and all private parties and/or any and all public aqencies or authorities, together with any and all expenses, including attorneys' fees, costs, losses, demands, liabilities or penalties assessed against or incurred by any of them, arising out of or in any way connected with the existence of Toxic Materials on the Property at any time other than as the result of any use or act of Tenant or anyone claiming by, throuqh or on behalf of Tenant. This agreement shall extend to and be enforceable by Tenant's public liability, health, disability, and worker's compensation insurer(s). In connection with Landlord's indemnification hereunder: (i) Landlord aqrees to defend any claim or demand brought, or any action, petition, or order filed, aqainst Tenant, its subsidiaries or affiliates, or against any or all of the agents, servants, employees, officers, directors or trustees of any of them, or in which any of the same may be impleaded, at its sole cost and expense, whether any such claim or action is rightfully or wronqfully brought or filed, and (ii) Landlord shall pay, satisfy and discharqe any judqments, liens, orders or decrees which may be recovered of filed aqainst Tenant, its subsidiaries or affiliates, or any or all of the agents, servants, employees, officers, directors or trustees of any of them, arising out of any such claim, demand, action, petition or order. In no event shall the provisions of this Section 21.4 apply to the holder of a Landlord's Mortgage (as defined in section 22.2 hereof).

ARTICLE XXII

LANDLORD'S MORTGAGE

Section 22.1. Landlord shall have the right to mortgage its fee interest in the Demised Premises, as provided in Sections 6.2 and 6.3 and in this Article XXII, and to give a mortqaqe of all of the Demised Premises in the manner and on the

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BEACON COMPASSION CENTER, INC. APPLICATION l.OF 3

·5 terms provided for in this Article. For purposes of this Article, the term "mortgage" shall include mortgages, deeds of trust and all similar instruments, and modifications, replacements and consolidations of any of the foregoing, and the term "Demised Premises" shall not include, and Landlord shall not have any right to mortgage or encumber any improvements, buildings, fixtures or equipment constructed or brought on to the Demised Premises and paid for by Tenant, or any subtenant or licensee of Tenant.

Section 22.2. Landlord's right to mortgage shall be restricted to mortgages given only to institutional lenders ("Landlord's Mortgage"). The term "institutional lender" shall mean a savings bank, federal savings and loan association, national bank, trust company, life insurance company, investment bank, capital markets lender, REMIC, FASIT or other entity formed as part of a securitization transaction. The term "institutional lender" shall also include any other insurance company, or any cooperative bank, profit or retirement fund, governmental agency, educational institution or other financial or lending institution whose loans on real estate are regulated by federal or state law.

Section 22.3. Landlord shall have the right, from time to time, to modify, amend or refinance Landlord's Mortgage, and the amount thereof may be in excess of the then remaining principal balance of the prior loan at the time of such refinancing, and such actions shall not affect the validity or priority of Landlord's Mortgage.

Section 22.4. Nothing in this Article shall be deemed to permit or require Tenant to be or become liable in any fashion on any promissory note or mortgage given under this Article.

Section 22.S. During the term of this lease, Landlord shall have the right and power to mortgage or create any security or other lien or encumbrance upon or affecting the fee interest in the Demised Premises, so long as the mortgage or other lien or encumbrance otherwise complies with the provisions of this Article XXII.

Section 22.6. Tenant agrees that, if Landlord places a Landlord's Mortgage on the Demised Premises in the future, the lien of such Landlord's Mortgage either shall be subordinate to the lien of this lease or the lien of this lease shall be subordinated to the lien of Landlord's Mortgage, provided (in the latter case) Landlord shall cause the holder of Landlord's Mortgage to enter into an agreement with Tenant which shall

BEACON COMPASSION CENTER, INC, APPLICATION4t OF 3

J

provide that (a) in the event of foreclosure of Landlord's Mortgage (or any other action thereunder by the mortgagee), the mortgagee (and its successors in interest) and Tenant shall be directly bound to each other to perform the respective undischarged obligations of Landlord and Tenant hereunder,(b) this lease shall continue in full force and effect, (c) Tenant's rights hereunder shall not be disturbed, except as in this lease provided, and (d) such mortgagee specifically recognizes the rights to and application of fire insurance and taking proceeds as set forth in Sections 6.2 and 6.3 and Section 22.7 of this lease. If this lease is subordinate to any Landlord's Mortgage on the execution date of this lease, Landlord shall use all due diligence, within thirty (30) days of the execution date of this lease, either to cause the holder of such Landlord's Mortgage to enter into an agreement with Tenant which meets the requirements of this Section 22.6 1 or to cause the holder of such Landlord's Mortgage to subordinate Landlord's ~ortgage to the lien of this lease.

Section 22.7. Unless the holder of Landlord's Mortgage has expressly subordinated Landlord's Mortgage to this lease, the rights of such holder under the Landlord's Mortgage shall be prior in lien and right to the Leasehold Mortgage except for the express rights of the holder of the Leasehold Mortgage to specified insurance proceeds and condemnation proceeds as provided in Sections 6.2 and 6.3 of this lease. Consent of the holder of Landlord's Mortgage to the lease and/or Leasehold Mortgage shall not be deemed a subordination of such holder's rights under Landlord's Mortgage.

IN WITNESS WHEREOF, the parties hereto have exeQuted this lease under seal as of the day and year first above written.

Exhibit A: Attached hereto.

LANDLORD: LOREN STREET,

By: \}kv:

ASSIGNMENT OF GROUND LEASE

BEACON COMPASSION CENTER, INC APPLICATION<'l'OF 3

3

This Assignment of Ground Lease ("Assignment") is dated as of this 25th day of May 2016 ("Effective Date") and is between BC Resources LLC, a Massachusetts limited liability company with the principal address of 115 Lincoln Street, Walpole, Massachusetts 02081 ("Assignor"), and Beacon Compassion Center Inc, a Massachusetts not-for-profit corporation with a principal address 900 Washington Street, Suite A, Norwood, Massachusetts 02062 ("Assignee").

Whereas, Assignor has entered into a certain ground lease with Loren Street LLC dated April 15, 2016 ("Ground Lease") relative to a certain real property located at 86 Lawrence Street in Northborough, Massachusetts 01532 ("Leased Premises");

Whereas, a copy of the Ground Lease is attached hereto as Exhibit A;

Whereas, Section 9.2 of the Ground Lease allows Assignor to assign said Ground lease "in whole or in part to an entity related or affiliated with Tenant or its principals, provided that such entity intends to continue, support or advance a use as described in Section 9.1 herein."

Whereas, Assignor desires to assign to Assignee and Assignee desires to accept the assignment thereof from Assignor, all of Assignor's rights, title and interest in, to and under said Ground Lease and the Leased Premises;

Now therefore, for and in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties here to agree as follows:

1. Representations and Warranties. Assignor hereby represents and warrants unto Assignee: (i) that Assignor is the lessee under the Ground Lease and has the right to assign, and is hereby assigning, all of Assignor's right, title and interest under said Ground Lease to Assignee; (ii) that Assignor has delivered all notices and obtained all consents to assign that are necessary under the Ground Lease; (iii) that the Ground Lease is valid and subsisting, and is in full force and effect; and (iv) that, to the best of Assignor's knowledge, there are no defaults now existing and no event has occurred and no condition exists which with the passage of time or the giving of notice, or both, would constitute a default.

2. Assignment. As of the Effective Date, Assignor hereby assigns to Assignee all of it right, title and interest in, to and under the Ground Lease and to hold the same unto Assignee and its successors and assigns from and after the date hereof subject to the covenants, conditions and provisions provided in said Ground Lease. Assignor will indemnify, defend and hold hannless Assignee, its successors and assigns and their respective agents, employees, directors and officers from and against any claim, damage, loss, liability, obligation, demand, judgment, suit or expense of any nature whatsoever arising out of or in any way related to the Ground Lease after the Effective Date with respect to any fact or circumstance occurring or existing prior to the Effective Date.

6R604R v213R509n

BEACON COMPASSION CENTER, INC APPL!CAT!ON~iF 3

3. Acceptance of Assignment. As of the Effective Date, Assignee hereby accepts the Assignment described herein.

4. Consent to Assignment. To the extent that the Ground Lease may require notice to any landlord or other third party and said notice has not been sent as of the Effective Date, Assignor will send said notice within five (5) business days of the Effective Date.

5. Binding Effect and Controlling Law. This Assignment will be binding on and inure to the benefit of the parties hereto, their successors and assigns. This Assignment shall not enlarge any rights of third parties under contracts or arrangements with Assignee, Assignor or any of their respective successors and assigns. This Assignment will be governed by and construed exclusively in accordance with the laws of the Commonwealth of Massachusetts without regard to conflict of laws principles. This Assignment may be executed in one or more original or facsimile counterparts, and all counterparts so executed shall constitute one agreement, binding upon the parties thereto.

IN WITNESS whereof, the undersigned have each caused this Assignment to be duly executed as of the date set forth above by their duly authorized representatives.

BCR~SLJ__

By: Stephen Angelo, Manager

COMMONWEAL TH OF MASSACHUSETTS

On this JI,_ <jay of 1-VJ'f. 2016, before me, the undersigned notary public, personally appeared J'J<lhe.-i !lti.,.,/u , proved to me through satisfactory evidence of identification (check whichever ap/i;es):

(X) driver's license or other state or federal government document bearing a photographic image: ( ) oath or affirmation of a credible witness known to me who knows the above signatory; or ( ) my own personal knowledge of the identity of the signatory, to be the persons whose names are signed on the preceding or attached document, and

~koowl«igod '°"" ""' thoy ,;"""it"'':~

Notary Public , J P' / My Commission Expires: l / ~ !J

2 686048 v2/38509/7

BEACON COMPASSION CENTtR,INC

APPLICATION .ii'Of 3

BEACON COMPASSION CENTER INC.

COMMONWEAL TH OF MASSACHUSETTS

On thi~ daj' of ~f. 2016, before me, the undersigned notary public, personally appeared (J./J.d7t C'-r."'C 1; proved to me through satisfactory evidence of identification (check whichever applies);

(X) driver's license or other state or federal government document bearing a photographic image: ( ) oath or affirmation of a credible witness known to me who knows the above signatory; or ( ) my own personal knowledge of the identity of the signatory,

3

to be the persons whose names are signed on the preceding or attached document, and

~knowlodgol to= ili•t they ,;,.,.i ;1.ol~•~

"" Notary Public My Commission Expires: ~~/

3 6K604~ v2/38509n

Residential Residential OPW - Commerical Sile UndevelO Land Commerlcal - New Castle

500' Abutters list to 86 Lawrence Street. Northboro MA 01532 per 105 CMR 725.110(A)(14)

• 215-106.0-0013-0000.0 48 LAWRENCE STREET 215-106.0-0014.0000.0 52 LAWRENCE STREET

TOWN OF NORTHBOROUGH TAX COLLECTOR/TREASURER 63 MAIN STREET

215-109.0-0007-0000.0 0 LAWRENCE STREET COMMONWEALTH OF MASS DOT DPWIOEPT OFHlGHWAY 215-109.0..(1013-0000.0 0-0FF LAWRENCE STREET NORTHACRES LLC

52 LAWRENCE STREET 403BELMONTSTREET 3225 KAREN DRIVE

BEACON CO~ION CENTER, INC ,-,.; APPLICATION~F 3

I NORTHBOROUGH MA NORTHBOROUGH WORCESTER ~ DELRAY BEACH L

Build Jn Products 215-110.0.0009-0000.0 80 LAWRENCE STREET LOREN STREET LLC 303 WORCESTER ROAD FRAMINGHAM 94 SHORE DRIVE WEST

• MAG ENNIS JAMES P TRUSTEE OTIS STREET PARK TRUST UNIT 3212 ·~: • " ·• • " •. I • I I • 11 111·1 I

CONSERVATION ~ ~r.~~~~~~~~==""·========================•;======== .. Conseivation Land 219 SOUTHWEST CUTOFF TOWN OF NORTHBOROUGH 63 MAIN STREET

Residential Residential

Residential Residential Residential Residential Residential

~~

215-105.0-0026-0000.0 215-110.0-0007-0000.0 215-110.0-0006-0000.0 215-110.0-0008-0000.0 215--110.0-0010-0000.0

I [ [ I [

Beacon Compassion Center. Inc May23.2016

MASHPEE MA NORTHBOROUGH MA NORTHBOROUGH MA NORTHBOROUGH MA

SHREWSBURY MA NORTHBOROUGH MA SHREWSBURY MA NORTHBOROUGH MA NORTHBOROUGH MA

01532 01532 01604 33483

01701

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2649 1532 1532 1532

1545 1532 1545 1532

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Documents

Application 3 The Commonwealth of Massachusetts · Application 3 of 3 QUESTIONS If additional information is needed regarding the RMD application process, please contact the Medical