COF 2019 #51 : A communication was received from Anthony I. Wilson, City Clerk, transmitting a memorandum from Councillor Simmons, regarding follow-up information to my previously proposed amendments submitted at the August 14th Ordinance Committee Meeting to the Cannabis Business Permitting discussion that shall be part of the City Council’s agenda on September 9th, 2019.

CAMBRIDGE CITY COUNCIL E. Denise Simmons Mayor City Councillor 2008-2009 2016-2017 September 5, 2019 Anthony Wilson City Clerk Cambridge City Hall 795 Massachusetts Avenue Cambridge, MA 02139 Re: Communication For City Council Meeting on September 9, 2019 Dear Mr. Wilson: I am submitting the attached follow-up information to my previously proposed amendments (submitted at the August 14th Ordinance Committee Meeting) to the Cannabis Business Permitting discussion that shall be part of the City Council’s agenda on September 9th, 2019. I am proud to present to the City Council the following compromise amendment that—along with a voluntary charitable contribution I have worked to negotiate separate and district from this amendment—will constitute an unprecedented $20.9 million in funding for state-certified Economic Empowerment (EE) Applicants in the City of Cambridge. In summary, at our last Ordinance Committee Hearing the City Solicitor made it clear that City of Cambridge, through its Cannabis Ordinance, cannot compel RMDs to contribute to a non-profit in a manner that benefits EE Applicants (as previously contemplated by members of the Council). As a result, RMDs and a Cambridge-based non-profit must therefore engage in a voluntary and private charitable agreement that would maintain these benefits for EE Applicants. Through the hard work of the RMDs, Cambridge EE Applicants, and my office, we have come to a legally-binding solution that will provide the funding so desperately needed by our Economic Empowerment businesses. It is my hope that with this agreement, we can end any further delays in bringing their businesses to market. In the attached amendment, I am asking that my colleagues approve a revised ordinance that earmarks 50% of the Cambridge Cannabis Local Sales Tax—an earmark estimated at a minimum of $1.6 M annually once Cambridge’s cannabis industry is full-scale—to help fund unrestricted grants through a new Cambridge Cannabis Equitable Opportunities Innovation Fund for qualifying EE Applicants. Recognizing the real material and societal costs associated with the failed War on Drugs and the continued inequities in the cannabis market in Cambridge, the amendment further earmarks 50% of community impact fees collected through each of Cambridge’s executed Host Community Agreement funds—an earmark also estimated at a minimum of $1.6 M annually once Cambridge’s market is full-scale—providing even more funding for the Equitable Opportunities Innovation Fund and Cambridge’s EE Applicants. Conservatively, this will translate into approximately $3.2 million per year (as soon as the Cambridge market is full-scale) that will be used to

replenish the fund in perpetuity and provide resources to all “Group A Priority Applicants” for as long as this industry exists in Cambridge. This means that future EE applicants can have access to the capital they need as well, in perpetuity. This amendment prohibits existing RMDs from converting to co-located medical and adult-use retail sites before January 1, 2020, (which is a full year beyond what the Attorney General has allowed to date). The amendment also directs the City to make good faith efforts to accelerate the issuance of Host Community Agreements and Special Permits for all priority applicants. To be clear, the proposed amendment that I am asking my colleagues to vote favorably on September 9th will then allow RMDs to move forward with a separate, voluntary, and legally-enforceable non-profit agreement, in addition to the significant package I believe my amendment brings to Cambridge. These are two separate, but dependent items, where the approval of this amendment will allow RMDs to move forward with their contributions. The RMDs have voluntarily engaged in a private, legally-binding contract with the Central Square Business Improvement District to distribute these funds (see the attached, enforceable contracts). Based on case law, these agreements allow all of the RMDs to contribute significant and meaningful dollars to reduce racial disparities that have resulted from the failed War on Drugs in Cambridge (see case law references, also attached). This is real money, available now, that helps Cambridge residents enter the market and succeed. Our EE Applicants are spending money they do not have on rent and overhead costs, and any further delay of these contribution, will have a lasting, detrimental effect on their businesses. As part of the separate, voluntary agreement between the RMDs and the Central Square Business Improvement District, RMDs are contractually obligated to contribute $1 million for each dispensary that received state registration or licensure prior to July 1, 2017 within 18 months. It also requires them to contribute $400K per RMD in cannabis product agreements, so that EE’s can have a head start in gaining product advantages in the Massachusetts market. But in order to continue to be successful, EE applicants must also have access to knowledge and skills needed to start and maintain a cannabis business. As part of legally enforceable agreement, the RMDs are required to fund and support the development of a training and skills program for EE Applicants as well. This includes 1-on-1 consulting to assist with startup logistics, strategies and best practices. And furthermore, the existing RMDs have voluntarily agreed to contribute $500,000 in valuable SOPs and preferential vendor relationships with Cambridge EEs to help achieve advantageous deal structures for security, transportation, logistics, and other high-cost areas of retail operations. This constitutes an incredible investment in Economic Empowerment Applicants that no other city or state in the nation has committed to this level of funding. I am grateful for the efforts of EE colleagues for not just making this opportunity possible, but for working with the RMDs to make this a reality. Without the approval of this compromise amendment, and the generous funding it’s providing to EE applicants, I fear that we are in danger of losing the very businesses we are working so hard to bring to the City of Cambridge. Delay is a choice—and one that will detrimentally harm our EEs. Through the always careful and well-informed consideration of the Ordinance Committee and the members of this Council, I believe we can reach an agreement that benefits all parties involved. I ask that you include the attached information as a Communication From Other City Officers as part of the record for consideration and discussion at this hearing. Thank you for your attention to this matter.

Sincerely, __________________________ City Councilor E. Denise Simmons ----------------------------------------------------------------------------------------------------------------------------------------- CITY HALL, CAMBRIDGE, MASSACHUSETTS 02139 [phone removed] FAX: [phone removed] TTY/TDD: [phone removed] EMAIL: dsimmons@cambridgema.gov

CITY OF CAMBRIDGE In the Year Two Thousand Nineteen AN ORDINANCE In amendment to the Municipal Code of the City of Cambridge Be it ordained by the City Council of the City of Cambridge as follows: That the Municipal Code of the City of Cambridge be amended in Title 5 entitled “Business Licenses and Regulations” by adding a new chapter 5.50 entitled “Cannabis Business Permitting” which reads as follows: Chapter 5.50 Cannabis Business Permitting 5.50.010 Purpose This ordinance is intended to create a separate local permitting requirement for Cannabis Retail Store, Cannabis Cultivator, Cannabis Product Manufacturer and/or Cannabis Transporter (collectively “Cannabis Business”) applicants to certify compliance with certain conditions in the public interest prior to being permitted to operate a Cannabis Business in the City. The City deems it to be in the public interest to give initial permitting preferences for Cannabis Businesses to Priority Applicants, as defined herein. 5.50.20. Definitions Cannabis Business. A Cannabis Retail Store, Cannabis Cultivator, Cannabis Product Manufacturer and/or Cannabis Transporter. Cannabis Cultivator. An entity licensed by the Massachusetts Cannabis Control Commission as a Marijuana Cultivator to cultivate, process and package cannabis or marijuana, and to transfer cannabis or marijuana to other cannabis or marijuana establishments, but not to consumers. A craft marijuana cooperative as defined by state regulation is a type of Cannabis Cultivator. Cannabis Product Manufacturer. An entity licensed by the Massachusetts Cannabis Control Commission as a Marijuana Product Manufacturer to obtain, manufacture, process and package cannabis or marijuana products and to transfer these products to other cannabis or marijuana establishments, but not to consumers. Cannabis Retail Store. An establishment authorized to sell or otherwise transfer cannabis or marijuana products to consumers for use off the premises, but not to cultivate, manufacture, process, or package cannabis or marijuana products, in accordance with applicable state laws and regulations. A Cannabis Retail Store may be licensed to operate as a Cannabis or Marijuana Retailer or registered as a Medical Marijuana Treatment Center, also known as a Registered Marijuana Dispensary (hereafter “RMD”), or both, in accordance with applicable state laws and regulations.

Cannabis Transporter. An entity, not otherwise licensed by the Cannabis Control Commission, that is licensed to purchase, obtain, and possess cannabis or marijuana, or cannabis or marijuana products, solely for the purpose of transporting, temporarily storing, selling and distributing them to cannabis establishments, not for selling to consumers. Local Sales Taxes. Taxes imposed by the City upon the sale or transfer of marijuana or marijuana products by a Cannabis Retail Store pursuant to Section 3 of M.G.L. Chapter 64N. Priority Applicant. A person, corporation, or other legal entity applying for a Cannabis Business permit pursuant to this Chapter to operate in the City who is: 1. Group A Priority Applicant. An Economic Empowerment Applicant certified as such by the Commonwealth’s Cannabis Control Commission; or a Social Equity Program Applicant certified as such by the Commonwealth’s Cannabis Control Commission who is also a Cambridge resident and has been for at least the previous three years; or a Women or Minority Owned business as certified by the Commonwealth and/or by the City; or a Cambridge resident for at least the three previous years prior to application earning less than fifty percent (50%) of Area Median Income (AMI) in the three previous tax years prior to application -- to be known as Group A Priority Applicants. 2. Group B Priority Applicant. An RMDA Medical Marijuana Treatment Center within the City that was licensed or registered by the Massachusetts Department of Public Health not later than July 1, 2017 to sell cannabis products in a Cannabis Retail Store pursuant to the Commonwealth’s medical use of marijuana laws, which seeks to operate as a Colocated Marijuana Operation licensed marijuana retailer pursuant to 935 CMR 502.000: Colocated Adult-Use and Medical-Use Marijuana Operationsthe Commonwealth’s adult use of marijuana laws - to be known as Group B Priority Applicants. Those who qualify as Group B Priority Applicants cannot also qualify as a Group A Priority Applicant. 5.50.030 Applicability This Chapter shall apply to any proposed Cannabis Cultivator, Cannabis Product Manufacturer, Cannabis Retail Store, or Cannabis Transporter that is seeking licensure from the Cannabis Control Commission on or after the effective date of this Chapter. This Chapter shall not apply to RMDs that have already been permitted in the City and are not seeking licensure as a Cannabis Retail Store for retail cannabis sales prior to the effective date of this ordinance (“Existing RMD”). 5.50.040 Permitting Preferences for Priority Applicants The City shall issue a Cannabis Business Permit pursuant to this Chapter only to Priority Applicants. For the first two years after the Effective Date of this Chapter as stated in section 5.50.100 below, the City shall issue a Cannabis Business Permit to operate a Cannabis Retail Store only to Group A Priority Applicants who are Economic Empowerment Applicants certified as such by the Commonwealth’s Cannabis Control Commission and Group B Priority Applicants. The City shall make all reasonable efforts to expedite all local municipal

requirements pursuant to 5.50.050(a)(10.) below within 90 days following ordination of this Chapter for all eligible Priority Applicants for the City’s execution of Host Community Agreements and issuance of special permit. No Cannabis Retail Store shall open to adult- use retail sales prior to January 1, 2020. 5.50.045 Cannabis Equitable Opportunities Innovation Fund a. There shall be established a separate fund to be known as the Cannabis Equitable Opportunities Innovation Fund to be administered by a selected Cambridge nonprofit. The purpose of the fund shall be to 1) provide start-up capitalization grants to support qualifying Economic Empowerment applicants certified pursuant to section 5.50.060 below, 2) establish an incubator program for qualifying Group A Priority Applicants certified pursuant to section 5.50.060 below, and 3) coordinate with all Group B Priority Applicants certified pursuant to section 5.50.060 below to collaboratively establish a management and operations training program available for all Group A Priority Applicants. b. No later than 45 days following ordination of this Chapter, the Assistant City Manager for Community Development shall issue a procurement for the City to engage a nonprofit located within the City to establish and administer the Cannabis Equitable Opportunities Innovation Fund. c. There shall be a Cannabis Equitable Opportunities Innovation Fund Advisory Board which shall support and advise the nonprofit in its administration of the fund. The advisory board shall be made up of the Assistant City Manager for Community Development or designee, who shall serve as chair, as well as four City residents with experience in community and economic development or small business development to be appointed by the City Manager. d. The City shall dedicate and deposit into the Cannabis Equitable Opportunities Innovation Fund no less than fifty (50) percent of all community impact fees established pursuant to M.G.L. 94G, Section 3(d) and collected from Priority Applicants certified pursuant to section 5.50.060 below. Collection of such community impact fees shall recognize and mitigate the material impacts on the City and its residents as a result of the failed War on Drugs, as well as mitigate the costs to the City and its residents associated with the continued disparities existing within the City’s cannabis industry. Such funds shall be dedicated pursuant to subsection (a.) towards the advancement of local and minority Group A Priority Applicants and the ultimate reduction and elimination of such disparities, and their associated costs. e. The City shall deposit fifty (50) percent of all Local Sales Taxes into the Cambridge Cannabis Accelerator and Incubator Fund. 5.50.050 Permitting Requirements a. In order to obtain a Cannabis Business permit pursuant to this Chapter, an applicant must certify that: 1. It will comply with employee pay standards set out in the City’s Living Wage Ordinance;

2. It will hire at least 51% of minority, women and/or veterans as employees; 3. If applicant has a Board of Directors, the board makeup will be at least 51% minority, women and/or veterans; 4. It consents to unannounced, periodic compliance inspections by City officials of its Cannabis Business, including any Cannabis Business activities it conducts off-site; 5. It will comply with all State and local laws and regulations regarding its Cannabis Business operations; 6. No person under the minimum legal sales age shall be permitted to enter the Cannabis Business site unless such person possesses a state-issued registration card demonstrating that the person is a registered qualifying medical marijuana (cannabis) patient pursuant to 935 CMR 501.000 and the Cannabis Business site is, or is co-located with, an RMD; 7. It will work with the Cambridge Public Health Department to create and distribute educational materials to its customers as directed by the Cambridge Public Health Department; 8. It will sell only cannabis and cannabis accessories, and not other products, including tobacco products or alcoholic beverages of any kind; 9. It will comply with directives of the Police Commissioner and of the Director of Traffic Parking and Transportation, or their designees, regarding traffic measures to be taken at and near the Cannabis Business site; 10. It has received a special permit from the Planning Board for its Cannabis Business and has entered into a Host Community Agreement with the City through the City Manager’s Office; and 11. It is a business in good standing with no outstanding federal, state or local investigations or judgments pending against it. b. No discretionary permit conditions may be imposed by the permit issuing authority pursuant to this Chapter. c. A Cannabis Business permit shall be valid only for the applicant to which the Cannabis Business permit was issued, and only for the use and for the site approved in the permit. A proposed change of controlling or ownership, change of use, or change of site shall require a new Cannabis Business Permit. As part of the Cannabis Business permit application process, the City shall require the applicant to disclose all individuals and legal entities who have a beneficial interest in the applicant’s business as required pursuant to standards for change in ownership or control issued by the Massachusetts Cannabis Control Commission.

5.50.060 Permitting Procedure This Chapter shall be administered by the City’s Inspectional Services Department, except that Priority Applicant status shall be certified by the Director of the Economic Development Division of the Community Development Department. Applications for Cannabis Business permits shall be obtained from and submitted to the Inspectional Services Department. If permit applications are properly completed and certified, and the conditions of this Chapter are met, the Commissioner of Inspectional Services (the “Commissioner”) shall issue a Cannabis Business Permit to the applicant. No public hearing process on individual applications shall be conducted. A Host Community Agreement shall be negotiated with the City Manager. 5.50.070 Permit Expiration and Renewal The Cannabis Business Permit issued pursuant to this Chapter shall be subject to renewal annually. If the applicant fails to timely renew or fails to meet the requirements of this Chapter at the time of each renewal, including the Permitting Requirements in section 5.50.050 above, the Cannabis Business Permit issued hereunder shall expire. A Cannabis Business Permit will not be renewed if the permit holder has failed to pay all fines issued pursuant to this Chapter. 5.50.080 Enforcement a. Failure to comply with this Chapter, including a failure to maintain the status of a Priority Applicant, failure to obtain or to comply with the provisions of a Planning Board special permit or State license to operate a Cannabis Business, or failure to comply with any applicable laws, may result in revocation by the City, through the Commissioner, of the Cannabis Business Permit granted pursuant to this Chapter. Failure to meet the annual Cannabis Business Permit renewal requirements will result in the expiration of the Cannabis Business Permit. If a permit holder’s State license is revoked, then the Cannabis Business Permit issued by the City shall be revoked. A Cannabis Business Permit may be revoked or not renewed if the permit holder has sold a cannabis product to a person under the minimum legal sales age three times or more, or if the permit holder has failed to pay to the City all outstanding fines issued pursuant to this Chapter. b. An applicant must cease to operate if it does not hold and maintain a valid Cannabis Business Permit pursuant to this Chapter. Prior to revoking a Cannabis Business Permit issued hereunder, the Commissioner will notify the Cannabis Business Permit holder in writing and allow the Cannabis Business Permit holder at least fourteen (14) days to submit written information to the Commissioner establishing that the Cannabis Business Permit holder is in compliance with the terms of this Chapter. The Commissioner shall make a final determination on the Cannabis Business Permit expiration or revocation thereafter. If a permit holder requests, the Commissioner in his discretion may hold a hearing before deciding whether to revoke a Cannabis Business Permit. c. Any violation of this Chapter by a permit holder shall be subject to a fine of up to $300 for each violation. Each day a violation exists shall constitute a separate violation. d. Fines pursuant to this Chapter may be issued pursuant to the non-criminal ticketing procedure in G.L.c.40, §21D. The Commissioner of Inspectional Services, the Police Commissioner, and the

Commissioner of Public Health, or their designees shall be the enforcement officials for this Chapter. 5.50.090 Regulations The Commissioner of Inspectional Services, as well as the Assistant City Manager for Community Development, with the approval of the City Manager, are authorized to promulgate regulations and to create the necessary application and permit forms, to implement this Chapter with respect to their respective responsibilities pursuant to this Chapter. Regulatory requirements implementing this ordinance may differ for Priority Applicants and non-Priority applicants, such that the regulatory burden for Priority Applicants is less burdensome. 5.50.100 Effective Date This Chapter shall take effect on , 2019. 5.50.110 Severability The provisions of this Chapter are severable, and if any part of this Chapter should be held invalid by a court of competent jurisdiction, such invalidity shall not affect the remainder of the Chapter, and the remainder of the Chapter shall remain in full force and effect.

AGREEMENT TO PROMOTE FINANCIAL/BUSINESS ASSISTANCE TO CAMBRIDGE-BASED ECONOMIC EMPOWERMENT APPLICANTS SEEKING TO CONDUCT BUSINESS IN THE CAMBRIDGE CANNABIS MARKET This Agreement To Promote Financial/Business Assistance To Cambridge-Based Economic Empowerment Applicants Seeking To Conduct Business In The Cambridge Cannabis Market (“Agreement”) is made by and between _________________________ (“RMD”) and the Central Square Business Improvement District, Inc. (“CSBID”). With respect to this Agreement, RMD and CSBID are each a “Party” and together they are the “Parties.” WHEREAS, RMD is a corporation organized and existing under the laws of the Commonwealth of Massachusetts, and is in the business of, among other things, cultivating, manufacturing, marketing, promoting, selling, distributing and otherwise providing products containing cannabis. RMD is a “Registered Marijuana Dispensary” as defined pursuant to the Cannabis Control Commission’s regulations. See 935 CMR 500.002; 501.003. WHEREAS, CSBID is a non-profit, 501(c)(6) entity organized and existing under the law of Massachusetts with a principal office located at 620 Massachusetts Avenue, Suite 2, Cambridge, Massachusetts, and is organized for the purposes of, among other things, developing, implementing, managing, operating, enhancing and promoting the general welfare of the Central Square Business Improvement District to foster the potential of Central Square and the City of Cambridge as a cultural, business and community destination that offers services and experiences that are inclusive, unique and memorable. WHEREAS, RMD currently holds a medical-use cannabis license in the City of Cambridge and intends to convert that medical-use license to a co-located medical- and adult-use cannabis license upon receipt of the requisite state and municipal approvals. Under Massachusetts law, a municipality’s local zoning ordinances and by-law cannot operate to “prevent the conversion of a medical marijuana treatment center” to a marijuana establishment permitted to engage in the same activities for adult-use. See M.G.L. c. 94G, §3(a)(1)(i). WHEREAS, the City of Cambridge is currently attempting to pass a Cannabis Business Permitting Ordinance. The City of Cambridge also wishes to support so-called Economic Empowerment Applicants and other local and minority owned small businesses who seek to operate adult-use marijuana businesses in Cambridge. WHEREAS, in anticipation of expanding its business operations in the City of Cambridge, and for the purposes of strengthening community ties, giving back to the City of Cambridge, being a responsible corporate citizen, and promoting meaningful opportunities for certified Economic Empowerment Applicants, RMD intends to make certain voluntary financial contributions, subject to certain milestones, to CSBID, in accordance with the terms and conditions outlined herein, so that CSBID can provide financial/business assistance to certified Economic Empowerment Applicants. WHEREAS, in order to effectuate RMD’s charitable intentions and further its mission, CSBID intends to accept RMD’s charitable donations and appropriate those funds in accordance with the terms and conditions outlined herein.

-2- NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the sufficiency and receipt of which is hereby acknowledged, the Parties agree as follows: 1. Adoption of Cambridge Cannabis Ordinance. The adoption of an adult-use Cannabis Business Permitting Ordinance by the City of Cambridge, on or before September 30, 2019, that does not contain any provisions that (i) would cause material delays in RMD’s ability to obtain a co-located medical- and adult-use license in the City of Cambridge, (ii) are “unreasonably impracticable” as that phrase is defined by M.G.L. c. 94G, §1 or that otherwise violates M.G.L. c. 94G, or (iii) provide preferences to any category of adult-use license applicants beyond the framework set forth in 935 CMR 500.102(2), is hereinafter referred to as a “Compliant Ordinance.” 2. Charitable Contributions. RMD agrees to make monetary contributions to CSBID in accordance with the terms set forth in the subparagraphs below. (a) Within sixty (60) days of the execution of this Agreement, RMD shall pay a total of $500,000.00 to CSBID (the “First Contribution”). The First Contribution may be paid in installments, over time, at RMD’s discretion. CSBID hereby agrees to retain custody of the First Contribution funds, in a federally insured bank account, until it receives written notice from RMD that RMD has entered into a fully executed Host-Community Agreement with the City of Cambridge, received a Special Permit for adult-use operations in the City of Cambridge, received a Cannabis Business Permit for adult-use operations in the City of Cambridge, and satisfied all other municipal requirements for business operations in the City of Cambridge (collectively, the “Municipal Requirements”). RMD shall issue said written notice to CSBID within five (5) business days of the satisfaction of all of the Municipal Requirements. Upon receipt of said written notice, CSBID may disburse the First Contribution in accordance with the provisions of paragraph 3 below. If either (i) the Municipal Requirements have not been satisfied prior to March 1, 2020, or (ii) a Compliant Ordinance is not adopted by the City of Cambridge, then RMD may, at is sole option, request in writing to CSBID that the First Contribution, or any portion thereof paid to date, be returned to RMD and RMD may declare this Agreement null and void, and CSBID shall return the First Contribution, or any portion thereof paid to date, to RMD within five (5) business days of the written request. (b) Within twelve (12) months of the issuance of a commence operations letter by the Massachusetts Cannabis Control Commission to RMD, RMD shall pay an additional $625,000.00 to CSBID (the “Second Contribution”). Upon receipt of the Second Contribution by CSBID, CSBID may disburse the funds in accordance with the provisions of paragraph 3 below. If a commence operations letter is not issued by the Massachusetts Cannabis Control Commission to RMD on or before December 31, 2020, RMD may, at its sole discretion, declare, and notify the CSBID in writing, that the remainder of RMD’s obligations under this Agreement

-3- are null and void, including, but not limited to, the obligation to make the Second Contribution or any other monetary or other contributions under this Agreement. (c) For three (3) years following the payment of the Second Contribution, RMD shall pay $125,000.00 to CSBID on an annual basis (the “Annual Contributions”). The first of the Annual Contributions shall be due on or before one (1) year following the payment of the Second Contribution, and each subsequent Annual Contribution shall be made within one (1) year of the preceding Annual Contribution. Upon receipt of each Annual Contribution by CSBID, CSBID may disburse the funds in accordance with the provisions of paragraph 3 below. Notwithstanding a request by RMD for the return of the First Contribution pursuant to the terms of subparagraph (a) herein, CSBID shall be entitled to retain $1,000 for its efforts in facilitating this Agreement. 3. Allocation of Contributions for Economic Empowerment Applicants. Upon satisfaction of the conditions set forth in paragraph 2 above authorizing CSBID to disburse the funds contributed by RMD, CSBID agrees to allocate all of the funds to support Cambridge- based, state-certified “Economic Empowerment Applicants” (“EEAs”), as that term is defined by 935 CMR 500.101(1)(e)(2), by equitably distributing, in its sole discretion, capital among EEAs licensed to operate adult-use cannabis businesses in the City of Cambridge for the purpose of assisting those EEAs with business start-up costs, including, among other things, rent, build-out, and legal and professional fees, so that they can maintain successful retail cannabis businesses. Notwithstanding the preceding sentence, CSBID may allocate up to fifteen percent (15%) of the funds that it is entitled to disburse under this Agreement towards its administrative costs. CSBID further agrees to provide the City of Cambridge, upon its request, with a detailed accounting, itemizing how the Contributions have been dispersed and for what purposes. 4. Product Options for Economic Empowerment Applicants. Within five (5) business days of RMD’s receipt of a commence operations letter from the Massachusetts Cannabis Control Commission on or before December 31, 2020, RMD shall notify CSBID in writing of its receipt of said letter. Upon CSBID’s receipt of the aforementioned written notice from RMD, RMD agrees to sell up to $500,000.00 of marijuana and marijuana products (as those terms are defined under 935 CMR 500.000 et seq.), at reasonable market rates and terms, to EEAs identified by CSBID. 5. Representations and Warranties. By executing this Agreement, each Party represents and warrants to the other that: 5.1 Authority. Each Party has the legal capacity to execute and deliver this Agreement, and this Agreement, when executed and delivered, shall constitute a legal and binding obligation of the Parties, enforceable against the other in accordance with its terms; 5.2 No Duress. Each Party has executed and delivered this Agreement voluntarily, without any coercion, duress, overreaching or any other

-4- misconduct by the other Party or any other party; 5.3 Advice of Counsel. Each Party has had the opportunity to seek advice of counsel of its own choosing in negotiating and preparing this Agreement and each Party has made the choice that best suits its needs in terms of the counsel it sought to explain the significance of this Agreement to it; and 5.4 No Reliance. In entering into this Agreement, each Party affirmatively asserts that it has not relied upon any representation of any kind made by the other or any third-party, other than as may be expressly set forth in this Agreement. 6. Amendment. This Agreement shall be binding upon the Parties and may not be abandoned, supplemented, changed, or modified in any manner, orally or otherwise, except by an instrument in writing, of concurrent or subsequent date, signed by a duly authorized representative of each of the Parties, and the Parties acknowledge and agree that, in the absence of such a writing, they will make no claim that this Agreement has been orally or otherwise altered or modified in any respect whatsoever. 7. Binding Nature of Agreement. This Agreement is binding upon and shall inure to the benefit of the Parties and their successors, beneficiaries, heirs, and assigns. 8. Payment Default. In the event that RMD fails to make a Contribution as required by paragraphs 2(a), 2(b) or 2(c) above (“Payment Default”), CSBID may notify RMD, in writing, of its failure and RMD shall have ten (10) business days to cure by making the Contribution in full. For the avoidance of doubt, the first day of the ten (10) day cure period begins the calendar day after receipt of written notice of a Payment Default by RMD or its counsel and ends at 11:59 p.m. on the tenth (10th) business day. 9. Enforcement of Agreement. The delay or failure of any Party in the exercise of any of its rights hereunder shall not be deemed by any other Party or any court to constitute a waiver of any right, unless the Party possessing such right has clearly and expressly given notice in writing to the contrary to the other Party. A waiver or consent given by any Party on any one occasion shall be effective only in that instance and shall not be construed as a bar or waiver of any right on any other occasion. A voluntary waiver by any Party hereto of a particular right under this Agreement or breach or default in connection with any provision of this Agreement shall not be deemed as a waiver of any other right or subsequent default or breach of that same or any other provision of this Agreement. 10. Limitation of Liability. Neither Party shall be liable to the other for any special, indirect, incidental, consequential, punitive or exemplary damages for breach of this Agreement, including, but not limited to, lost profits, loss of business, or loss of goodwill. Furthermore, any and all damages arising out of a breach of this Agreement shall be limited to the amount of the financial Contributions described in paragraph 2 above. 11. Dispute Resolution. Should a dispute arise regarding whether RMD is entitled to the return of any of the Contributions described herein or whether CSBID is entitled to allocate

-5- or use the Contributions for a charitable purpose, CSBID shall not distribute the Contribution in dispute that it has received from RMD and shall maintain any such Contribution in its bank account until such time that the Parties agree, in writing, to a resolution of their dispute and the appropriate disposition of the funds or CSBID is instructed by an order of a court of competent jurisdiction to disburse the Contribution(s) in a particular manner. 12. No Third-Party Beneficiaries. There are no express or implied third-party beneficiaries of this Agreement. No one other than the Parties to this Agreement may seek to enforce any of this Agreement’s terms. 13. Joint Drafting. This Agreement is deemed to have been drafted jointly by the Parties hereto. Any uncertainty or ambiguity will not be construed against any Party based upon attribution of drafting to any one Party. 14. Entire Agreement. This Agreement, and its attachments, constitutes the entire agreement between the Parties concerning the subject matter hereof and supersedes all prior negotiations, whether written or oral, and understandings between the Parties. This Agreement is intended as the final, complete, and exclusive statement of the agreements between the Parties. Any modification of this Agreement must be in writing and executed by both Parties. 15. Prior Representations. Except as set forth herein, no Party is relying on any prior representation of the other. 16. Interpretation. Whenever the context requires, all words used in the singular will be construed to have been used in the plural, and vice versa, and each gender will include any other gender. The captions of the paragraphs of this Agreement are for convenience only and do not define or limit any provisions. The word “including” means “including, without limitation.” No listing of specific items in any way limits the scope or generality of any language of this Agreement. 17. Severability. If any provision of this Agreement is determined by any court to be invalid, illegal or unenforceable to any extent, then the remainder of this Agreement will not be affected. 18. Parties Bound. This Agreement binds and inures to the benefit of the Parties’ respective heirs, executors, administrators, legal representatives, successors, and assigns. 19. Counterparts. This Agreement may be executed in multiple counterparts all of which, when taken together, shall constitute one Agreement. Original signatures are not required to be delivered from one Party to the other, but each Party may accept as an original a facsimile or PDF copy received from the Party or one of its representatives. 20. Governing Law. This Agreement in all respects shall be interpreted, enforced and governed by and under the laws of the Commonwealth of Massachusetts, without regard to the conflict of law provisions thereof.

-6- 21. Authority. The persons signing this Agreement each warrant and represent that they have the authority to sign this Agreement individually, or on behalf of the entity for which they are signing, as the case may be. 22. Prohibition Against Assignment. Each Party warrants and represents that they cannot transfer or assign the rights or obligations set forth herein absent written consent to such transfer or assignment by the other Party. 23. Notices. Any notice required to be sent pursuant to this Agreement shall be delivered by e-mail and overnight delivery or hand-delivery as follows: If to RMD or its counsel: Jeffrey S. Robbins Joseph D. Lipchitz Zachary W. Berk Saul Ewing Arnstein & Lehr LLP 131 Dartmouth St., Suite 501 Boston, MA 02116 [email removed] [email removed] [email removed] If to CSBID or its counsel: [Intentionally Blank – Signature Page to Follow]

-7- IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates indicated below. RMD: _____________________________ By: ___________________________ Name: _________________________ Title: __________________________ Date: __________________________ CENTRAL SQUARE BUSINESS IMPROVEMENT DISTRICT, INC. By: ___________________________ Name: _________________________ Title: __________________________ Date: __________________________

2-year Moratorium The Simmons Compromise $0 Creates lawsuits for the City of Cambridge giving millions of dollars to lawyers, instead of Cambridge Economic Empowerment Applicants who need funding now No jobs are created and no sales tax revenue is generated to benefit our community $20.9 Million for Economic Empowerment Applicants No Lawsuits RMDs contract with Central Square Business Improvement District to legally distribute funding & help their mission to improve Central Square for residents and businesses $1 Million Contribution per RMD to Cover EE Start-up Costs $2 Million in Product Options to EEs $600k/year Contribution from Gross Revenues for 4 years Minimum $1.6 Million/year Contribution from HCA Impact Fees - in perpetuity Minimum $1.6 Million/year Contribution from Local Sales Taxes - in perpetuity Requires RMDs to Provide Training & Skills Development for EEs ($500k) Guarantees Continued Medical Use of Marijuana Programs for all RMDs 2019 to 2020 = $9.5 Million 2021 to 2023 = $11.4 Million Perpetuity = $3.2 Million per year