‘TTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE THIS SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE made this day of _____, 2009 by and between THE BOROUGH OF FORTY FORT and STEPHEN T. NOWROSKI, ITS ZONING OFFICER, Forty-Fort, Luzeme County, Commonwealth of Pennsylvania, (hereinafter collectively referred to as “Forty-Fort”) and NORTHWAY VENTURES, LLC, its successors and assigns (hereinafter collectively referred to as “Northway ”). WITNESSETH WHEREAS, Northway desires to construct a free standing outdoor advertising sign upon leased land in the Borough of Forty-Fort; and WHEREAS, a dispute arose between Forty-Fort and Northway regarding the issuance of building and zoning permits and the request for and denial of a variance along with disputes relative but not limited to the zoning regulations as to size, type, location and height of such outdoor advertising sign; and WHEREAS, an Amended Civil Complaint in Mandamus was filed by Northway against Forty Fort in the Court of Common Pleas of Luzeme County on March 16, 2009, docketed to No. 2009 of 2009 (a copy of which is attached hereto, made a part hereof and marked Exhibit “A”); and WHEREAS, the parties by this Settlement Agreement and Mutual General Release desire to resolve their differenes in accordance with the terms set forth herein; and WHEREAS, Forty-Fort desires to attach certain specifications for said outdoor advertising sign.NOW, THEREFORE, in consideration of the mutial promises set forth herein and other good and valuable consideration between the parties, the receipt whereof is hereby acknowledged, the parties, intending to be legally bound hereby, agree as follows: 1, NORTHWAY will receive from Forty-Fort a permit to construct an outdoor billboard on land owned by Richard Frank situate at 15-17 Elizabeth Street, Forty Fort Borough, Luzeme County, Pennsylvania with the following specifications/limitations; a. The billboard shall be a back-to-back static billboard and shall not exceed the dimensions of 14° x 48°. b. The billboard shall not contain an LED Digital Display. ‘The billboard shall not contain a mechanical face allowing more than one advertisement (ie. Tri-face display) to be displayed on each side. Only static advertisements are permissible, 4. The billboard shall only be illuminated by two (2) four hundred (400) watt light fixtures per face that shall only be illuminated between dusk and eleven (11:00) o”clock pm. 2. MUTUAL RELEASES: “The parties, for themselves, their heirs, successors and assigns, hereby remise, release, quit-claim and forever discharge each other, and their respective heirs, suecessors and assigns and every of them and all other persons, firms and corporations of and from all, liability, charge or lien whatsoever for or on account of the aforementioned civil complaint in mandamus and of and from all and all manner of action and actions, cause and causes of action, suits, debts, dues, duties, sum or sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, agreements, promises, variances, damages, judgments,expense, lost profit, executions, claims and demands, whatsoever, in law or equity or otherwise, howsoever which against the respective parties and their heirs, successors and assigns, they ever had, now have or which their heirs, executors, administrators, successors or assigns, hereafter ‘can, shall or may have, for upon or by reason of any matter, cause or thing whatsoever, that ‘occurred on or prior to the date of these presents, and especially for, upon or by reason of the aforesaid and attached civil complaint in mandamus as it pertains to the placement of a billboard on leased property in the Borough of Forty-Fort, 3. RELEASE BINDING UPON SUCCESSORS, ASSIGNS AND AFFILIATES: The parties hereby agree that the Release from FORTY FORT to NORTHWAY shall extend to and include the Limited Liability Company, its successors and assigns. The Release from NORTHWAY to FORTY-FORT shall extend to and include the Borough of Forty Fort and its employees and solicitor, Forty Fort Borough Council, the Forty Fort Zoning Hearing Board in Forty Fort Borough Planning Commission and Stephen T. Nowroski, individually and as Forty- Fort Borough Zoning Officer ST BINDING UPON SUCCESSORS AND ASS! 4, AGREE! ‘This Agreement and Release shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, successors and assigns. 5. EXECUTION OF OTHER DOCUM! The parties agree to execute and deliver unto each other, as the case may be, and their heirs, successors and assigns, such other and further documents or writings as may be required to carry out the intent of this Agreement and Release. Specifically, itis expressly understood and agreed that upon execution hereof and issuance of all necessary permits, Northway will execute and file a Praecipe for Discontinuancewith Prejudice with the Luzerne County Prothonotary’s Office effectively dismissing the aforesaid civil action docketed to No.: 2009 of 2009, 6. AUTHORITY TO EXECUTI persons executing this Agreement and Release hereby warrant and represent that they have full competency, power and authority to bind the respective parties and that no further corporate or other action is requited to make this Agreement and Release valid and binding 7. BINDING AGREEMENT: This Agreement contains the entire Agreement between the parties hereto and there are no other terms, obligations, covenants, representations, statements or conditions, oral or otherwise, of any kind whatsoever. is further understood that this agreement is in settlement of a doubtful and disputed claim, is of no precedential value and that settlement shall not be construed as an admission of liability or wrongdoing by either party. IN WITNESS WHEREOF, the parties, intending to be legally bound hereby, have set their hands and seals the day and year first above written. FORTY-FORT BOROUGH ATTEST: BY: JOSEPH CHACKE Borough Council President NORTHWAY VENTURES, LLC ATTEST: BY: =