HOST COMMUNITY AGREEMENT BETWEEN TOWN …

HOST COMMUNITY AGREEMENT BETWEEN

TOWN OF PLYMOUTH, MASSACHUSETTS AND

COASTAL SOLUTIONS, LLC

This Host Community Agreement ("Agreement") is entered into this / b nJ day of

/J/!Afi,C J.f

, 2021 by and between the TOWN OF PLYMOUTH, a Massachusetts

municipal corporation with a principal address of 26 Court St, Plymouth, Massachusetts, 02360,

acting by and through its Select Board ("the Town") and COASTAL SOLUTIONS, LLC, a

Massachusetts limited liability corporation with a principal address of 11 Richards Road, Unit

#9, Plymouth, Massachusetts, 02360 ("Coastal Solutions"). For the purposes of this agreement,

the Town and the Coastal Solutions are referenced collectively as "the Parties."

WHEREAS, Coastal Solutions has leased real property at 11 Richards Road, Unit #9 in Plymouth, Massachusetts ("the Premises") for the purpose of operating a licensed third-party marijuana transp01i operation, in accordance with and pursuant to applicable state laws and regulations, and such approvals as may be issued by the Town in accordance with a Special Permit issued by the Plymouth Zoning _Board of Appeals, Chapter 115 of the Town's General Bylaws, and all other applicable local regulations; and

WHEREAS, Coastal Solutions intends to provide certain benefits to the Town in the event that it receives the requisite licenses from the Massachusetts Cannabis Control Commission ("CCC") or such other state licensing or monitoring authority, as the case may be, to operate the third-party marijuana transport and receives all required local pe1mits and approvals from the Town; and

WHEREAS, the Parties intend by this Agreement to satisfy the prov1s10ns of Massachusetts General Laws Chapter 94G, ?3(d), applicable to the operation of a third-party marijuana transpo1i operation, such activities to be only done in accordance with the applicable state and local laws and regulations in the Town of Plymouth; and

WHEREAS, the Town granted Coastal Solutions a one (1) year Host Community Agreement in November 2019 which has since expired;

NOW THEREFORE, in consideration of the mutual promises and covenants set f01ih herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Town and Coastal Solutions agree as follows:

1. TERM

Except as expressly provided herein, this Agreement shall take effect on the date set f01ih, above (the "Commencement Date"), and shall be applicable for five (5) years from the

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Commencement Date. Further extensions or renewals of this Agreement may be negotiated in good faith by both parties upon the written request of Coastal Solutions, delivered to the Town no later than six (6) months prior to the end of the term of the Agreement.

In the event that Coastal Solutions has not secured a final license from the CCC and all necessary local permits from the Town and commenced operations at the Premises within one year from the date on which this Agreement takes effect, this Agreement shall expire, and Coastal Solutions shall be required to negotiate a new Host Community Agreement in order to operate its business within the Town. The Select Board, in its discretion, may agree to an extension of the one-year expiration, for good cause, which shall include the time required to pursue or await the determination of an appeal of a special permit or other legal proceeding.

2. COMMUNITY IMPACT FEE

Coastal Solutions anticipates that the Town will incur additional expenses and impacts on the Town's road and other infrastructure systems, law enforcement, fire protection services, inspectional services, and permitting and consulting services, as well as unforeseen impacts on the Town. Accordingly, in order to mitigate the financial impact on the Town and use of Town resources, and in accordance with M .G.L. Chapter 94G, ?3, Coastal Solutions agrees to pay an annual Community Impact Fee to the Town during the term of this Agreement, in the amount and under the te1ms provided herein.

A. The initial amount of the annual Community Impact Fee shall be $10,000 and increase by an escalator of five percent (5%) for each successive year of the Agreement, in accordance with the payment schedule defined in Section 2B.

B. Payment of the first annual Community Impact Fee shall commence by Coastal Solutions to the Town no later than six (6) months following final licensure by the CCC, and thereafter shall be paid on or before the annual anniversary of the Commencement Date, in advance of the associated year of the Agreement, as illustrated, below:

? Year 1 - $10,000.00, due within six (6) months following final licensure ? Year 2- $10,500.00, due on or before March 16, 2022 ? Year 3 - $11,025.00, due on or before March 16, 2023 ? Year 4- $11,576.25, due on or before March 16, 2024 ? Year 5 - $ 12,155.06, due on or before March 16, 2025

C. Coastal Solutions acknowledges that time is of the essence with respect to its timely payment of all funds required under Section 2 of this Agreement. In the event that any such payments are not fully made with ten (10) days of the date they are due, the Town shall provide Coastal Solutions with written notice of such failure to make a timely payment. Coastal Solutions shall have a ten (10) day period to cure such failure

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to make timely payment from the date of receipt of such notice. If Coastal Solutions fails to make full payment within such cure period, Coastal Solutions shall be required to pay the Town a late payment penalty equal to five percent (5%) of such required payments.

D. Prior to the conclusion of each respective term of this Agreement and pursuant to M.G.L. Chapter 94G, ?3(d), the Parties shall negotiate in good faith the terms of a new annual Community Impact Fee; provided, however, that if the parties are unable to reach an agreement on a successor Community Impact Fee, the calculation and due date of the annual Community Impact Fee specified in Sections 2A and 2B of this Agreement shall remain in effect and shall not be reduced below the amounts and calculations set forth until such time as the Parties negotiate a successor Community Impact Fee.

3. ANNUAL CHARITABLE I NON-PROFIT CONTRIBUTION

Coastal Solutions, in addition to any funds specified herein, shall annually contribute an amount no less than $5,000.00 to public local charities I non-profit organizations, during the term of this Agreement. The Town of Plymouth's Select Board, in its reasonable discretion, shall have the sole authority to select said local charities I non-profit organizations and determine the allocation of the contribution(s). Coastal Solutions shall make said Annual Charitable I Non-Profit Contribution(s) annually, beginning no later than six (6) months following final licensure by the CCC, and thereafter on or before the annual anniversary of the Commencement Date, in advance of the associated year of the Agreement.

Prior to the conclusion of each respective term of this Agreement, the Parties shall negotiate in good faith the amount of the Annual Charitable I Non-Profit Contribution; provided, however, that if the parties are unable to reach an agreement on a successor Annual Charitable I Non-Profit Contribution, the annual amount and due date specified above shall remain in effect and shall not be reduced below the amount set forth until such time as the Parties negotiate a successor Annual Charitable I Non-Profit Contribution.

4. COMPLIANCE WITH LAWS I ADDITIONAL OBLIGATIONS

The obligations of Coastal Solutions and the Town recited herein are specifically contingent upon Coastal Solutions' obtaining a license for the operation of its business in the Town of Plymouth, and Coastal Solutions' receipt of any and all necessary local approvals to locate, occupy, and operate its business in the Town of Plymouth.

Coastal Solutions agrees to comply with all laws, regulations, bylaws, and orders applicable to the Premises and the operation of its business, such provisions being incorporated herein by reference.

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This agreement does not affect, limit, or control the authority of Town of Plymouth's boards, commissions, and deprutments to carry out their respective powers and duties to decide upon and to issue, or deny, applicable permits and other approvals under the statutes and regulations of the Commonwealth, the General and Zoning Bylaws of the Town of Plymouth, or applicable regulations of those boards, commissions, and depa1tments or to enforce said statutes, bylaws, and regulations. The Town of Plymouth, by entering into this Agreement, is not thereby required or obligated to issue such permits and approvals as may be necessary for Coastal Solutions to operate in the Town of Plymouth, or to refrain from enforcement action against Coastal Solutions for violation of the terms of said permits and approvals or said statutes, bylaws, and regulations.

Any failure on the part of Coastal Solutions to obtain such approvals or demonstrate such qualifications to legally locate and operate its business in the Town of Plymouth shall nullify this HCA.

S. LOCAL TAXES

At all times during the Term of this Agreement, property, both real and personal, owned or operated by Coastal Solutions shall be treated as taxable, and all applicable real estate and personal property taxes for that property shall be paid either directly by Coastal Solutions or by its landlord and neither Coastal Solutions nor its landlord shall object or otherwise challenge the taxability of such prope1ty.

Notwithstanding the foregoing, (i) if real or personal prope1ty owned, leased or operated by Coastal Solutions is determined to be non-taxable or partially non-taxable, or (ii) if the value of such property is abated with the effect of reducing or eliminating the tax which would otherwise be paid if assessed at fair cash value as defined in G.L. c. 59, ?38, or (iii) if Coastal Solutions is determined to be entitled or subject to exemption with the effect of reducing or eliminating the tax which would otherwise be due if not so exempted, then Coastal Solutions shall pay to the Town an amount which when added to the taxes, if any, paid on such property, shall be equal to the taxes which would have been payable on such prope1ty at fair cash value and at the otherwise applicable tax rate, if there had been no abatement or exemption; this payment shall be in addition to the payment made by Coastal Solutions under Section 2 of this Agreement.

6. SECURITY AND COORDINATION WITH LOCAL POLICE DEPARTMENT

Coastal Solutions shall coordinate with the Town of Plymouth's Police Department ("PPD") in the development and implementation of security measures, including, but not limited to, the placement of security cameras, as required by applicable laws. Coastal Solutions fmther agrees to cooperate with the PPD through periodic meetings to review operational concerns, security, delivery schedule and procedures, cooperation in investigations, and communications with the PPD of any suspicious activities at or in the immediate vicinity of the Premises or in the course of Coastal Solutions' delivery operations.

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7. LOCAL VENDORS AND EMPLOYMENT

To the extent such practice and its implementation are consistent with federal, state, and municipal laws and regulations, Coastal Solutions will make every effort in a legal and non-discriminato1y manner to give hiring preference to residents of the Town of Plymouth who otherwise meet the qualifications for employment and give priority to local businesses, suppliers, contractors, builders and vendors in the provision of goods and services when such contractors and suppliers are properly qualified and price competitive. Coastal Solutions shall respond within thirty (30) days of any request from the Town for documentation of its efforts to give said hiring preference and priority to local residents and businesses.

8. RE-OPENER I REVIEW

Coastal Solutions, or any "controlling person" in Coastal Solutions, as defined in 935 CMR 500.02, shall be required to provide to the Town notice and a copy of any other Host Community Agreement entered into for any establishment in which Coastal Solutions, or any controlling person in Coastal Solutions, has any interest and which is licensed by the CCC as the same type of establishment as the entity governed by this agreement. Coastal Solutions shall provide such notice and copy to the Town of Plymouth within thirty (30) days of execution of such agreement with another community.

In the event Coastal Solutions or any controlling person enters into a Host Community Agreement for third-party marijuana transport operations with another municipality in the Commonwealth that contains financial te1ms resulting in payments of a Community Impact Fee or other payments totaling a higher contribution for the same type of establishment than Coastal Solutions agrees to provide the Town of Plymouth pursuant to this Agreement, then the parties shall reopen this Agreement and negotiate an amendment resulting in financial benefits to the Town of Plymouth equivalent or superior to those provided to the other municipality.

9. SUCCESSORS I ASSIGNS

Coastal Solutions shall not assign, sublet, or otherwise transfer its rights nor delegate its obligations under this Agreement, in whole or in part, without the prior written consent from the Town, and shall not assign or obligate any of the monies payable under this Agreement, except by and with the written consent of the Town. This Agreement is binding upon the parties hereto, their successors, assigns and legal representatives. Neither the Town nor Coastal Solutions shall assign, sublet, or otherwise transfer any interest in the Agreement without the written consent of the other.

Events deemed an assignment include, without limitation: (i) Coastal Solutions' final and adjudicated bankruptcy whether voluntary or involuntaiy; (ii) Coastal Solutions' takeover

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