DATE: FROM: RE: REGION: February 14, 2011 ‘NJ Medicinal Marijuana Program ‘NJ Department of Health and Senior Services PO Box 360 Trenton, NJ 08625-0360 Alternative Medical Concepts Inc. 50 Harrison Street Hoboken, NJ 07030 Attn: Christopher Camal Phone: 917-375-1116, e-mail: camalsalon@aol.com Application to Establish and Operate a Medical Marijuana Alternative Treatment Center Central ATTESTATION: 2328752) I am the Chief Executive Officer of Altemative Medical Concepts Inc., the applicant, and I am duly authorized to make this certification on behalf of Alternative Medical Concepts Inc. Thereby attest and certify to the accuracy and veracity of all statements, figures, amounts and other information incorporated within the application and materials hereby submited. ALTERNATIVE MEDICAL CONCEPTS, INC.APPLICATION TO ESTABLISH AND OPERATE A MEDICAL MARIJUANA ALTERNATIVE TREATMENT CENTER Submitted by: Alternative Medical Concepts Inc. {02339083}TABLE OF CONTENTS CRITERION 1 ‘Measure 1 (also see Appendix A)... ‘Measure 2 (also see Appendix B) Measure 3 (also see Appendix C) Measure 4 (also see Appendix D)..... ‘Measure 5 (also see Appendix E) Measure 6 (aio see Appendix Fand Appeni Measure 7. Measure 8. Measure 9... Measure 10.. Measure 11 (also see Appendix J} CRITERION 2... Measure 1 (also see Appendix G). ‘Measure 2 (also see Appendix K). Measure 3 (also see Appendix 1) CRITERION 3..... Measure 1 Measure 2..... CRITERION 4 Measure 1 (also see Appendix L) Measure 2 (also see Appendix M)... Measure 3 (also see Appendix H)......... Measure 4. Measure 5 (also see Appendix N Measure 6. CRITERION 5 essnssnesnatnnnnnne Measure 1 (also see Appendix H and Appendix O) Measure 2 (also see Appendix P). Measure 3 (also see Appendix Q). APPENDIX A: Supporting documents regarding legal status APPENDIX B: Supporting documents regarding the physical location of the proposed site APPENDIX C: Supporting documents regarding zoning APPENDIX D: Supporting documents regarding distance of ATC from school APPENDIX E: Map of zip code areas to be served by the ACT APPENDIX F: List of the qualifications of the staff members who have been identified and a statement of the required qualifications and position descriptions APPENDIX G: Draft Operations Manual (0239053)APPENDIX H: APPENDIX I: APPENDIX J: APPENDIX K: APPENDIX L: APPENDIX M: APPENDIX N: APPENDIX O: APPENDIX P: APPENDIX Q: 02339053) Safety and Security Plan ‘Qualifications of principals/officers/board members of the ATC Resolution authorizing member of Board of Trustees to sign application J. Business plan IL Proposed policy regarding charity care and servicing indigent patients Il Proposed policy related to the disposal or returned or unusable marijuana IV. Projected income statement for the first 3 years of operation Plan for inventory, record keeping and security Proposed program for counseling and educational materials Medical Advisory Board Bylaws Safety and security measures Description of cultivation facility requirements Cultivation factorsCRITERION 1 Required Information Regarding Applicant and Facility Measure 1 ‘The applicant's proposed legal name is Alternative Medical Concepts Inc. ‘See Appendix A for the following supporting documents: 1. Certificate of Incorporation 2. By-Laws 3. Certificate of Good Standing Measure 2 Proposed physical address: 22 Columbus Avenue, Kenilworth, New Jersey 07033. See Appendix B for Letter of Intent to Purchase. ‘The cultivation address & dispensing address are located in the same facility and therefore the same region as defined in N.J.A.C. 8:64-1.2. Measure 3 ‘The proposed location, 22 Columbus Avenue, Kenilworth, New Jersey 07033, is located within Kenilworth Borough’s “Industrial” Zone. See Appendix C, Applicant will obtain cither a rezoning from the Kenilworth Borough Council or a use variance from the Kenilworth Borough Zoning Board of Adjustment to allow for the proposed ATCuse. Measure 4 The proposed location, 22 Columbus Avenue, Ke located within a 1,000-foot buffer of a drug-free school zone. Iworth, New Jersey 07033, is NOT The closest school to the proposed ATC location is the Harding Elementary School at 426 Boulevard Road, Kenilworth, New Jersey 07033, which is located 1.0 miles away. See Appendix D for supporting mapping documents. Measure 5 Attached as Appendix E is a map of the Zip Code areas to be service by the ATC. Measure 6 Staff Members who have already been identified: (02339053) 1‘Name/Address/DOB Role Qualifications Deborah Comerfoy Administrator ‘See Appendix F Larry Trenk Operations Manager See Appendix F o4nanigss Brian D’Ercole Accountant See Appendix F Joseph Tarsia Business Development See Appendix F Attached as Appendix F is list of the qualifications of the staff members who have been identified and a statement of the required qualifications and position descriptions. Principals/Officers/Board Members of ATC: Name/Address/DOB Role Percentage Interest__ Qualifications Christopher Camal CEO NA See Appendix I Chair Edward Geisler, MD. coo NA See Appendix I Secretary John H. Hajjar, M.D. CFO NIA See Appendix I Treasurer (02339053) 2Warren Fa Head of NA ‘See Appendix I Security Deputy. Secretary Measure 7 No staff member, principal, officer or board member has ever been convicted under any Federal, state or local laws, relating to drug samples, wholesale or retail distribution, or distribution of a controlled substance, No staff member, principal, officer or board member has ever been convicted of a felony under any Federal, state or local laws John Hajjar, MD is @ licensed physician in the state of New Jersey. He holds a valid medical license, CDS license, and DEA registration, Dr. Hajjar is a principal owner and on the Governing Board of 12 Surgery Centers. Each surgery center is licensed to perform surgery and administer medications and controlled substances to patients. ‘The administration of controlled substances is strictly controlled in each facility. No staff’ member, principal, officer or board member has ever furnished false or fraudulent material in any application concerning drug manufacturing or distribution. Measure 8 ‘The applicant has no creditors. Measure 9 List of all persons having authority over the management and policies of the ATC: hhristopher Camal | Edward Geisler, M.D. Warren Flagg John H. Hajjar, M.D. (02330053) 3Measure 10 List of all persons having an indirect interest in the ATC: = Camal Edward Geisler, M.D. Warren — JohnH, i ar, M. Measure 11 Christopher Camal has been authorized to sign this application and bind the applicant pursuant to a Resolution adopted by the applicant’s Board of Trustees on February 9, 2011. See Appendix J for a copy of the Resolution. (02299053) 4CRITERION 2 Required ATC Operational Information Measure 1 See Appendix G for the applicant's proposed Operations Manual and Training Plan. Measure 2 5 See Appendix K for the applicant's: L Business plan; Il, Proposed policy regarding charity care and servicing indigent patients; and IIL. Proposed policy related to the disposal or retumed or unusable marijuana, IV. _ Projected income statement for the first 3 years of operation (pgs. 8-9 of Request for Applications) Measure 3 For the past three years Dr. Hajar has served on the Board of Trustees of Dwight Englewood School in Englewood Cliffs, New Jersey. Currently he is the Vice President of the Board and next year he will be the President of the Board for a period of three years. As the vice president he is thoroughly familiar with the financial dealings of a nonprofit organization. Dr. Hajar is a principal owner and on the Governing Board of 12 Surgery Centers. ‘See Appendix I for the curriculum vitae and/or resume for cach of the Trustees. 02339053) 5CRITERION 3 Community Input ‘Community acceptance of any ATC will hinge first and foremost on the siting of the ATC. For this reason, AMC has focused its efforts to date on identifying and securing a proposed site located in a light industrial neighborhood with ready highway proximity. It also proposes to site its cultivation and dispensary operations under the same roof to ensure an airtight chain of custody and the most secure operation possible, and to minimize the need for transportation of marijuana within the municipality. AMC is confident this approach will minimize potential conflicts with residential neighborhoods, downtown areas and school, religious and similar uses. Inasmuch as AMC is unaware of any zoning statewide that expressly permits n ATC use, we anticipate AMC (and indeed all applicants) will need to secure either rezoning ot use variances in addition to the ‘endorsement of the municipal governing body. AMC recognizes thet elected officials, law enforcement and the general public will need to have comfort with the selected location. They will also need reassurance the ATC will be operated in a sound manner pursuant to a well-developed operational and security plan by experienced persons who understand the municipality and its local concerns and experiences. ‘As a result, AMC is undertaking a multipronged approach to community relations and input. AMC has retained a team of preeminent community relations and land use professionals to secure the support of officials, opinion leaders, and local organizations for its proposed site. AMC is also in the process of identifying and retaining well regarded retired law enforcement officials from the county and municipality levels to support its efforts. The AMC security and compliance team is led by experienced former federal law enforcement professionals; AMC will add state, county and/or local law enforcement professionals as appropriate to cither provide security services directly at the ATC, or to consult with AMC’s security team regarding localized measures and security threats. AMC firmly believes that it ‘must ensure the integrity of AMC’s program and the exclusion of undesirable individuals from the ATC site to secure the formal municipal support required by the Department’s regulations. AMC has commenced the process of identifying and engaging with key individuals and stakeholder groups on these issues for this location, and those efforts are described below. Given the compressed timeframes for preparing this application, AMC anticipates augmenting its application with further information based on upcoming meetings with these stakeholders. Measure 1 ‘The Department’s proposed regulations require an expression of municipal support for siting an ATC within its boundaries. To this end, AMC and its community relations team are in the process of meeting with the Mayor, police chief and/or director, and key members of the governing body, including relevant district representatives. We are also in the process of meeting with the relevant legislative leaders to ensure their support for the ATC initiative. The goal of these meetings will be to brief them on AMC’s proposal, discuss applicable security and zoning matters, and to solicit and respond to any concems about the proposed siting. (02339053) 6AMC anticipates further detailed meetings with the police chief and law enforcement leadership in coming weeks to identify and address any perceived security concems, and to identify experienced local candidates to augment AMC’s site security team. AMC will seek candidates with first hand knowledge of local criminal and otherwise undesirable elements to ensure the community is comfortable that those elements will not be attracted to the ATC site or its operations. AMC will obtain approval from governing body and relevant land use board(s) for the siting through a well-thought out approach starting with the community. AMC’s community engagement and land use team, Hill Wallack LLP and Government Process Solutions LLC, have been selected based on their long track record of siting socially necessary or potentially undesirable uses ~ such as affordable housing, drug treatment centers, juvenile detention and rehabilitation facilities, prisoner reentry programs, social services ‘facilities, medical and pharmaceutical rescarch/manufacturing facilities - and even more unpopular uses — such as gambling and adult entertainment facilities -- throughout all three regions of New Jersey. ‘The AMC team first will generate community support for its site in the manner described below. ‘This grassroots community support will embolden or persuade elected and appointed officials to support the ATC. While the inherently beneficial nature of an ATC will assist in obtaining requisite use variances, AMC will seek outright rezoning wherever feasible as the most expeditious route providing the soundest legal footing for its operations by eliminating lengthy appeals of variance relief by local or competitive objectors. Through this thorough and comprehensive approach, AMC believes it will obtain the municipal endorsement and requisite land use approvals for this site as expeditiously as possible. Measure 2 AMC is convinced the key to securing municipal approvals starts with community support for its efforts. In short, if the community wants it, municipal officials will support it. AMC will start by identifying local patient support groups, and especially patients within the municipality, who will be most directly benefited by a nearby ATC. AMC will work with these groups and individuals to generate interest, positive media and support for the ATC by other local institutions and leaders including medical providers, hospitals, and researchers, AMC will meet individually with specific bodies and groups who will be interested in the ATC’s site or operation, including school board, PTA, DARE and local religious leaders to solicit their support and input. After incorporating initial input from electeds, law enforcement and key constituencies into this proposal, AMC will provide the public with clear and accurate information detailing its proposal. AMC anticipates creating a website or partnering with media or advocacy websites to provide the public with objective, detailed information on its facility. AMC will sponsor at least one local public meeting in conjunction with its local supporters to provide the general public with information concerning the benefits of the ATC, the specifics of AMC’s proposal, and AMC’s proactive approach to the special concems posed (02339055) 7by an ATC. It is ATC’s goal to have the mayor or other elected leadership co-sponsor and publicize this meeting to ensure the broadest participation possible. As noted elsewhere, AMC has selected its site because of its location well away from schools, daycare centers and parks, as well as commercial districts. As well, the site has easy proximity to major highways, minimizing local traffic and security impacts. AMC’s well- selected site will, we expect, alleviate the general public's concerns about siting the ATC at the selected location. Nevertheless, AMC recognizes the best approach is to provide the general public with timely and accurate information, and to be responsive to the concerns expressed by them and their representatives. Accordingly AMC requests the opportunity to augment this application as needed on the basis of community and municipal input received via the foregoing process, (02339053) 8CRITERION 4 Dispensary Specific Considerations Measure 1 ‘See Appendix L for the applicant's plan for inventory, record keeping and security. Measure 2 See Appendix M for the applicant's proposed program for providing counseling and educational materials regarding methods of administration and research studies on the health effects of marijuana to registered qualifying patients and their registered primary caregivers. In 1987 Dr. Hajjar was awarded the prestigious award of Valentine's fellowship award in New York for DNA analysis of primary renal cell carcinoma, This research was done at NYU/Bellevue labs, at which time paraffanized tissues of renal cell cancer were deparafinized and analyzed though the histogram to evaluate the DNA ploidy of the specimens. His clinical research was centered on benign prostatic enlargement and prostate cancer. This culminated with the publication of an article in Joumal of Urology in 1998 for ambulatory treatment of prostate cancer. He was also the co-author on numerous clinical articles pertaining to Urology. Measure 3. See Appendix H for the applicant’s safety and security plan, Measure 4 Not applicable. Cultivation and dispensing will be located at the same site. Measure 5 Below is a list of the members of the applicant’s Medical Advisory Board and their expertise (Pet N.ILA.C. 8:64-7.1(6)(2)(vi) members of the Medical Advisory Board may not be employees, officers or board members of the applicant, and must consist of at least 3 licensed health care professionals, at least 1 of whom is a New Jersey certified physician and at least 2 community members): ‘Name Title Expertise To be provided Physician Frank Lavinio Health Care Professional _NJ State Licensed Pharmacist ‘Ann Bovine Health Care Professional RN To be provided Community Member/Business Owner 402339053) 9To be provided ATC Patient ‘The Medical Advisory Board’s bylaws are attached hereto as Appendix N. Measure 6 Following is the ATC’s plan for tracking and analyzing data. [PATIENT ~~] UTILIZATION EMPLOYEE | Track volume of | qualified registered | registered patients. | patients | Medical Marijuana | Training ‘Track qualified, production to meet Track patient usage | registered physicians | demand as it increases | Staff Meetings | quantity over time Patient record audit | Diversion ~) Rate of piant growth | for complete records | to maturity | | Robbery | | | Crime of any type a It is the policy of this ATC to maintain on ongoing Quality Assurance Program to provide a systematic process that is broad in scope, to address clinical, administrative and cost of ‘care performance issues, as well as actual patient outcomes. The overall responsibility for developing, maintaining and supporting the ongoing and comprehensive Quality Assurance Program rests with Board of Trustees. The Board of Trustees delegates (o the Administrator the authority to form a Quality Assurance Committee to carry out the their approved Quality Assurance Program for all Facility activities. It delegates the monitoring, evaluation and assessment activities to the Chief Medical Officer who serves as Chairperson of the Quality Management/Performance Improvement Committee. The Board of Trustees receives communicated quality assurancefperformance improvement activity reports through Quality Assurance/Performance Improvement committee. (02330053) 10CRITERION 5 Cultivation Specific Considerations Measure 1 See Appendix O and Appendix H for the applicant’s safety and security plan, Measure 2 See Appendix P for a description of cultivation facility requirements, Measure 3 See Appendix Q for cultivation factors. (02339053) uAPPENDIX A (Criterion 1, Measure 1) Supporting Documents regarding legal status oasas1yNEW JERSEY DEPARTMENT OF THE TREASURY DIVISION OF REVENUE CERTIFICATE OF INC, (NON PROFIT) ALTERNATIVE MEDICAL CONCEPTS INC 0400386528 The above-named DOMESTIC NON-PROFIT CORPORATION was duly filed in accordance with New Jersey state law on 12/16/2010 and was assigned identification number 0400386528. Following are the articles that constitute its original certificate. 1. Name: ALTERNATIVE MEDICAL CONCEPTS INC 2. Registered Agent: PAUL N. WATTER, ESQ. 3. Registered Office: 202 CARNEGIE CENTER PRINCETON, NJ 08540 4, Business Purpose: To engage in any lawful activity, other than for pecuniary profit, not otherwise restricted to nonprofit corporations by the laws of the State of New Jersey including, without being limited to clinical research and development with respect to growing and distributing marijuana for medicinal purposes 5. Method of electing Trustees as set forth herein: AS SET FORTH IN THE BYLAWS 6. Asset Distribution: AS SET FORTH IN THE BYLAWS 7. First Board of Trustees: CHRISTOPHER CAMAL EDWARD GEISLER WARREN FLAGG 8. Incorporators PAUL N, WATTER, ESQ. HILL WALLACK LLP 202 CARNEGIE CENTER PRINCETON, NJ 08540 9. Main Business Address: 50 HARRISON STREET HOBOKEN, NJ 07030 10, Additional articles/Provisions: 1 NO PART OF THE NET EARNINGS OF THE CORPORATION SHALL INURE TO Page 1 of 2NEW JERSEY DEPARTMENT OF THE TREASURY DIVISION OF REVENUE CERTIFICATE OF INC, (NON PROFIT) ALTERNATIVE MEDICAL CONCEPTS INC 0400386528 ‘THE BENEFIT OF, OR BE DISTRIBUTABLE 10, ITS TRUSTEES, OFFICERS, OR OTHER PERSONS, EXCEPT THAT THE CORPORATION SHALL BE AUTHORIZED AND EMPOWERED TO PAY REASONABLE COMPENSATION FOR SERVICES RENDERED T0 THE CORPORATION, TO MAKE REIMBURSEMENTS FOR EXPENSES INCURRED IN CONDUCTING ITS AFFAIRS AND CARRYING OUT ITS PURPOSES, AND TO MAKE PAYMENTS AND DISBURSEMENTS IN FURTHERANCE OF THE PURPOSES SET FORTH HEREIN. Signatures: PAUL N. WATTER, ESQ. IN TRSTIMONY WHERBOF, Ihave ‘hereunto set my hand and afized my Official Seat at Trenton, this 16th day of December, 2010 Cetifeation# 119003619 Vesify this certificate at hepsv/onwwl sate njus/TYTR_StandingCerdISPVerify.Certjsp Page2 0f2State of New Jersey - On-Line Business Entity Filing Page 1 of 1 jodse a Business aitie and enter Filing Details Filing Pay the Filing Fee Filing Confirmation Stars ov New Jersey Onune Business Entrry Firing Congratulations! Your filing has been processed. The final information has been entered into our databases. Business Entity Name: ALTERNATIVE MEDICAL CONCEPTS INC Business Entity Filing Number: 0400386528 (Please record this number for future use) Your depository account has been charged $75 for this transaction. This will appear on your next statement. Any additional certificates will be sent to the address you specified within three business days. The certificate will contain all information that you entered for this business. In the interim, if you need to verify that your business is on file, you may access our online reporting service and search for the business by name or the ID number listed above. Your business should be listed on the public record system within two business days. *** Adobe Acrobat Reader is required. You can download for free from Adobe. ‘Step 2 You must register this new business for taxes, and also for employer purposes if applicable. You must register under your Federal Employer ID Number (FEIN). If you do not have a FEIN, you may obtain one online by clicking on the appropriate choice below. If you choose to exit at this point, we strongly suggest that you close your browser. This will act as an added safeguard to protect your information from unauthorized access. hitps://www.state.nj.us/cgi-bin/treasury/revenue/der/filing/dep2.cgi7TEMPLATE_MAIL=email.txtétest... 12/16/2010BYLAWS OF ALTERNATIVE MEDICAL CONCEPTS INC, ARTICLET ‘Name and Purpose Section 1.01 Name. The name of the organization shall be Altemative Medical Concepts Inc. It shall be a nonprofit organization incorporated under Title 15 of the laws of the State of New Jersey. Section 1.02 Purpose. Alternative Medical Concepts Inc. is organized for the purposes of engaging in any lawful activity, other than for pecuniary profit, not otherwise restricted to nonprofit corporations by the laws of the State of New Jersey including, without being limited to, clinical research and development with respect to growing and distributing marijuana for medicinal purposes. ARTICLE IL Membership Section 2.01 Membership. The Corporation shall not have members, All authority shall be vested in the Board of Trustees as provided herein. ARTICLE DL Annual Meeting Section 3.01 Annual Meeting. The Annual Meeting shall be held annually. The exact time and place of said meeting shall be determined by the Board of Trustees. Notice of said meeting will be given to Trustees no later than one (1) week prior to the Annual Meeting, ARTICLE IV Board of Trustees Section 4.01 Board Role, Siz Cor sation. The Board is responsible for overall policy and direction of the Corporation, and delegates responsibility for day-to-day operations to the Executive Director, staff and committees. The Board shall have up to 9, but not fewer than 3 members. Members of the Board receive no compensation other than reasonable expenses, Section 4.02 ‘Terms. All Board members shall serve two-year terms and until their successors are elected, but are eligible for re-election for an unlimited number of terms. Section 4.03 Meetings and Notice. The Board shall meet at least annually, at an agreed upon time and place. Each member shall receive written or electronic/e-mail notice of the meeting at least one (1) week in advance of the meeting. Meetings may be conducted telephonically or by other electronic means, Meetings shall be governed by Roberts Rules of Order. 02320508) 1Section 4.04 Board Elections. The Board of Trustees shall elect Trustees to replace those whose terms will expire at the end of the fiscal year. This election shall take place during a regular meeting of the Trustees, called in accordance with the provisions of these bylaws, or by unanimous consent, Section 4.05 Election Procedures. New Trustees shall be elected by a majority of ‘Trustees present at such a meeting, provided there is a quorum present. Trustees so elected shall serve a term beginning on the first day of the next fiscal year, or on such date indicated by the ‘Trustees voting in the election. Section 4.06 Quorum. A quorum for business transactions to take place and motions to ;pass shall consist of at least fifly percent (50%) of Board members personally, telephonically or by proxy. Section 4.07 Officers and Duties. There shall be three officers of the Board, consisting of a Chair, Secretary and Treasurer. At the discretion of the Board, the offices of Deputy ‘Treasurer and Deputy Secretary may also be established. Their duties are as follows: The Chair, who shall be a ‘Trustee, shall convene regularly scheduled Board meetings, shall preside or arrange for other officers to preside at each meeting; and is authorized to take action on behalf of the Board on matters with regard fo which the Boars is unable to timely convene. Actions of the Chair so taken shall be presented to the Board for ratification, ‘The Secretary, who need not be a member of the Board, shall be responsible for keeping records of Board actions, including overseeing the taking of minutes at all Board ‘meetings, sending out meeting announcements, distributing copies of minutes and the agenda to ‘each Board member, and assuring that comporate records are maintained ‘The Deputy Secretary, who need not be a member of the Board, shall assist in the Guties of the Secretary and is authorized to execute documents on behalf of the Treasurer. ‘The Treasurer, who need not be a member of the Board, shall administer the finances of the Corporation and make financial information available to Board members and regulatory authorities. If the Board so determines, the duties of the Treasurer may be delegated to the Executive Director and/or a Deputy Treasurer. ‘The Deputy Treasurer, who need not be a member of the Board, shall assist in the duties of the Treasurer and is authorized to execute documents on behalf of the Treasurer. Section 4.08 Vacancies. When a vacancy on the Board exists mid-term, the present Board members shall nominate candidates in advance of the next regular Board meeting, at a special meeting called for such a purpose, or by unanimous consent in licu of a meeting. These nominations shall be sent out to Board members with the regular Board meeting announcement, to be voted upon at the next Board meeting or by unanimous consent in licu of a meeting. These vacancies will be filled for the balance of the term of the vacant seat. Vacancies on the Board and newly created Trustee positions resulting from any increase in the number of Trustees to constitute the Board of Trustees may be filled by a duly approved resolution of a majority of the 02520504) 2Trustees then in office. If the Trustees remaining in office constitute fewer than a quorum of the Board, they may fill the vacancy by the affirmative vote of a majority of all the Trustees remaining in office. The death of any Trustee shall be treated by the Corporation as a voluntary resignation, Section 4.09 Resignation, Termination, and Absences. Resignation from the Board ‘ust be in writing and received by the Secretary. A Board member shall be terminated from the Board due to excessive absences, more than two unexcused absences from Board meetings in a year. A Board member may be removed for any reason or no reason by a two thirds vote of the remaining Trustees. Section 4.10 Special Meetings. Special meetings of the Board shall be called upon the request of the Chair, or a majority of the Board. Notices of special meetings shall be sent out by the Secretary to each Board member at least one week in advance, Section 4.11 Action by Consent. Any action which is required to be or may be taken at a meeting of the Board may be taken without a meeting if consents in writing, setting forth the action so taken, are signed by all ofthe Trustees. The written consent may be executed in several identical counterparts by the Trustees with the effect as if the Trustees had executed a single document. ARTICLE V Committees Section 5.01 Committees. The Board is authorized create committees in its discretion needed, such as finance, fundraising, public relations, etc. ‘The Chair appoints all committee chairs and serves as an ex officio voting member of all committees. All committees shall report to the Chair, unless otherwise directed by the Chair of a majority of the Board. ARTICLE VI Conflict of Interest Section 6.01 Conflict of Interest. If any issue comes before the Board or a Committee of the Board in which a member of the Board or such Committee has a direct personal or pecuniary interest, she/he shall: (1) make such conflict of interest known to the Chair and the Secretary of the Board and the committee char, if any; (2) not partake in any discussions, direct or indirect, regarding said issue; and (3) not vote on said issue. ARTICLE Vil Executive Director and Staff Section 7.01 Executive Director. An Executive Director may be created at the discretion of the Board, and in such event is appointed by the Board, The Executive Director has day-to-day responsibilities for the organization, including carrying out the organization’s goals and policies. The Executive Director will attend all Board meetings, report on the progress of the (aas20s04 3organization, answer questions of the Board members and carry out the duties described in the {job description. The Board may designate other duties as necessary. Section 7.02 Staff and Consultants. Staff may be hired, and appropriate consultants procured, by the Executive Director. All matters involving interpretation of state law, local ordinances, federal law, tax questions or such other issues which may arise should be promptly referred to the appropriate consultant. ARTICLE VII Audit Section 8.01 Audit. The books of the Corporation and of the various programs it establishes shall be audited on a regular basis by a certified public accountant appointed by the Board of Trustees. The auditor’s report shall be filed with the records of the organization. A. summary of this report shall be presented at the Annual Meeting. ARTICLE IX Fiscal Year Section 9.01 Fiscal Year. The fiscal year of the organization shall be the calendar year, or as otherwise designated by the Trustees. ARTICLE X Indemnification Section 10.01 Indemnification. ‘The Corporation indemnifies every current and past ‘Trustee, and officer and each of their heirs, executors and administrators against all losses, costs and expenses, including counsel fees, reasonably incurred by such indemnitee in connection with any action, suit or proceeding to which they are made a party by reason of being or having been a ‘Trustee or officer, except if they are finally adjudged in such action, suit or proceeding to be liable for gross negligence or willful misconduct. In the event of settlement, indemnification is provided only in connection with matters covered by the settlement and for which the Corporation receives advice of counsel that, by a preponderance of the evidence then known, the indemnitee was not guilty of gross negligence or willful misconduct in the performance of Corporation duties. ARTICLE XI Assets Dedicated to Lawful Purpose Section 11.01 Dedication and Distribution of Assets and Earnings. The net earings of the Corporation shall be utilized only in accordance with Title 15A of the New Jersey Revised Code. No part of the net eamings of the Corporation shall inure to the benefit of, or be distributable to, its trustees, officers, or other persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered to the Corporation, to make reimbursements for expenses incurred in conducting its affairs and carrying (ons20s0 4out its purposes, and to make payments and disbursements in furtherance of the purposes set forth herein. Section 11.02 Dedication and Distribution of Assets Upon Dissolution. Upon the dissolution of the Corporation, assets shall be distributed only in accordance with Title 15A of the New Jersey Revised Code, including but not limited to contributions to not-for-profit organizations, and the repayment of contributors, at the discretion of the Board, on a pro-rata basis. ARTICLE XI Jurisdiction Section 12.01 Jurisdiction. These bylaws shall be governed by the laws of the state of ‘New Jersey and the laws of the United States, where applicable. ARTICLE XIII Amendments Section 13.01 Amendments. These bylaws may be amended, adopted, revised or repealed by a two-thirds (2/3) vote of the Board of Trustees at a duly convened meeting of the Board or special meeting called for that purpose with the necessary quorum being present, or by unanimous consent; the amendment having been presented for discussion at a previous meeting, or submitted to all Board members by mail or email at least one week in advance. Due notice of the meeting and text of the proposed amendment shall be sent to each Board member at their last recorded address, Notice of the meeting together with the text of the proposed amendment sent via confirmed email or telefax shall satisfy the notice requirements, Dated: January /P”, 2011 2320508) 5STATE OF NEW JERSEY DEPARTMENT OF THE TREASURY SHORT FORM STANDING ALTERNATIVE MEDICAL CONCEPTS INC 0400386528 I, the Treasurer of the State of New Jersey, do hereby certify that the above-named New Jersey Non Profit Corporation was registered by this office on December 16, 2010. As of the date of this certificate, said business continues as an active business in good standing in the State of New Jersey, and its Annual Reports are current. L further certify that the registered agent and registered office are: Paul N. Watter, Esq. 202 Carnegie Center Princeton, NJ 08540 IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my Official Seal at Trenton, this 4th day of February, 2011 Andrew P Sidamon-Eristoff Cettfication# 119434550 State Treaswer Verify this certificate at . httpe/worw! salen us TYTR, StandingCerUISP/Verify Cetjsp Page lofAPPENDIX B (Criterion 1, Measure 2) ‘Supporting documents physical location of the proposed site {xsast0e)a Property Hub sitions REALTORS® te LETTER OF INTENT TO PURCHASE By this Letter of Intent, the party named below, and or thelr assigns, Is offering to purchase the property known as: 22 COLUMBUS AVENUE, KENILWORTH, NJ 07033 Block 2 lot 19 The following terms and conditions apply: Pure 4 6 2 50 Pri $.1,750,000.00 Deposit Monies: Upon signing a formal contract 5% of the purchase price will be deposited in escrow to be held in the trust account of the Purchaser's attorney. Feasibility Study: Purchaser shall have 60 days after the signing of a formal contract to assess and accept all aspects of this purchase, including, but not limited to, environmental studies, zoning requirements, structural and mechanical inspections. ‘Due Diligence: Buyer shall have 60 days, following the execution of a formal purchase agreement and escrow instructions and following Buyer’s receipt of all books and records for the subject property, to conduct its due diligence with respect to the acquisition of the property. (Mortgage Contingency: Purchaser shall have 90 days after signing of a formal contract to ‘obtain a mortgage for the purchase, ‘Closing Date: Closing of title shall occur within 30 days of the satisfactory completion of the above-referenced feasibility study. Formal Contract: This offer is made in good faith, and is subject to Seller and Purchaser ‘executing a formal contract to be prepared by Purchaser's attorney and reviewed and accepted by Seller and/or Seller's attorney within 21 business days from the signing of this, Agreement. At acceptance, Seller shall release all available information to buyer, such as: survey, site plans, structural plans, mechanical plans, geotechnical plans, any reports doné by boring companies and/or geotechnical engineer, site engineering, required variances, Property Hub Realtors 140 E. Ridgewood Ave, Suite 415 Paramus, NJ 07652 Office (877) 375-2436 Fax (201) 618-2854ern “a a Property Hub tonminietammannanester REALTORS® planning board presentations, back title, and/or any other reports that may facilitate or ‘expedite the process of closing. Broker Representation: This agreement between WEICHERT COMMERCIAL BROKERAGE (Listing Broker) and PROPERTY HUB REALTY (Cooperating Broker) constitutes an agreement to share the real estate brokerage commission to be paid by Seller to listing broker for the sale of the above- ‘mentioned real property. Name of Listing Broker ANTHONY BASEIL Name of Cooperating Broker EVA KIRSZ | authorize Eva Kirsz of Property Hub Realty to submit this offer to Seller. Purchaser(s) Name: JOHN H. HAUAR Purchaser(s) Company: HANJAR BUSINESS HOLDINGS Purchaser's Signature: Date: Purchaser's Address: 555 KINDERKAMACK RD., ORADELL, NJ 07649 ‘ACCEPTANCE We, as Seller(s) hereby accept the above offer with all its terms and conditions. Seller(s) Name: Seller(s) Company: Seller(s) Signature: Date: Seller(s) Address: Property Hub Realtors 140 E. Ridgewood Ave, Suite 415 Paramus, NJ 07652 Office (877) 375-2436 Fax (201) 618-2854APPENDIX C (Criterion 1, Measure 3) Supporting documents regarding zoning (oxssenne)Property Detail Page | of 1 Block: 2 Prop Loc: 22 COLUMBUS AVE Owner: — MATINHO MANAGEMENT CO, LLC Square Ft:0 Lot: 19 District: 2008 KENILWORTH Street: 22 COLUMBUS AVE Year Built: 0000 Qual: Class: 48 City State: KENILWORTH, NJ.07033 Style: EPL Code: 000 Prior Block: 2 ‘Acct Nui Prior Lot: 19.01 Mtg Acct: Land Desc: 0.44 ACRE Statute: Prior Qual: Bank Code: 0 Bldg Desc: CB 1S Initial: 000000 Further: 000000 Updated: 12/27/05 Tax Codes: Class4Cd: 0 Desc: Zone: Map Page: Acreage: 0.44 Taxes: 9940.39 / 0.00 Sale Date: 07/29/05 _ Bool 5524 Page: 407 ric 1300000 NU#: 16 emma 2010 MATINHO MANAGEMENT CO, LLC 61600 254100 22 COLUMBUS AVE 192500 KENILWORTH, NB 07033 254100 2009 MATINHO MANAGEMENT CO, LLC 61600 oO 254100 22 COLUMBUS AVE 192500 Tndustrio KENILWORTH, NJ 07033 254100 str | 2008 MATINHO MANAGEMENT CO, LLC 61600 0254100 22 COLUMBUS AVE 192500 KENILWORTH, NJ 07033 254100 2007 MATINHO MANAGEMENT CO, LLC 61600 O 254100 22 COLUMBUS AVE 192500 KENILWORTH, NJ 07033 254100 http://tax| co.monmouth.nj.us/cgi-bin/m4.cgi?& district=2008&block=2&lot=19&qual= 2/1/2011HLUOMTINAT AO HONOWOT AVI pNINOZ cagoaoua iAPPENDIX D (Criterion 1, Measure 4) ‘Supporting documents regarding distance of ATC from schools {o2s3s804)‘Schools in Kenilworth, New Jersey, School District: KENILWORTH BOROUGH - List... Page 1 of 4 Serco Adult Education Programs - Eam Your Degree in Healthcare, Paralegal, Nursing or Pharm Tech. Goto.Everest edu Advanced Place! teport - Official College Board report on how AP students perform. Full Report apreport colegeboard.org Nursing Schools - Request information from a Registered Nursing School Near You! www.collegebound.net http://www .city-data.com/school/Kenilworth-New-Jersey.html 23/2011‘Schools in Kenilworth, New Jersey, School District: KENILWORTH BOROUGH - List... Page 2 of 4 Table of Contents: http://www city-data.com/school/Kenilworth-New-Jersey.html 2013/2011‘Schools in Kenilworth, New Jersey, School District: KENILWORTH BOROUGH - List... Page 3 of 4 2. Take the ‘st right onto N Mi Michigan Ave 0.8 mi 3. Tum left at Mark Rd 4, Take the 2nd right onto Sidney Rd/Sidney Cir 276 ft 5. Take the ‘st right onto Columbus Ave 336 ft Destination will be on the left 9 22 Columbus Ave, Kenilworth, NJ 07033 Map data ©2011 Google 4 Elementary School Located in Kenilworth: ‘jendance, (i) | coroament “426 BOULEVARD, Kenworth, NJ (Find onmap | PK-6 | 631 | (008)276-006] 96.90 =) 4 High School Located in Kenilworth: Phone ho sar | sar | sar Name t| —Addess [$2281 Envotment| Ring] {SUL |AHendeoee| itat | Verbsl| Essay | Score | Scots | Seore DAVID ~ BREARLEY Para, | uibotention (00 ae 7-12] 693.800 | 40 | sat. | 9530 | a72 | 440 | 450 pm 9596 Back to top 4 Other School Located in Kenilworth: http:/www.city-data.com/school/Kenilworth-New-Jersey.htmnl 23/2011Schools in Kenilworth, New Jersey, School District: KENILWORTH BOROUGH - List... Page 4 of 4 a | cs 7.0386 | cities. Back to the top ‘ity. data.com does not guarentoe the accuracy or moines of any information on this ia. Use at your ‘own rk ‘Some parts © 2008 Advameg, Inc. http://www city-data.com/school/Kenilworth-New-Jersey html 2/13/2011APPENDIX E (Criterion 1, Measure 5) Map of the Zip Code areas to be served by the ATC {2338804}Central Region (Zip Code Boundaries)——APPENDIX F (Criterion 1, Measure 6) List of the qualifications of staff members who have been identified and a statement of required qualifications and position descriptions for staff (02979)QUALIFICATIONS FOR STAFF MEMBERS WHO HAVE BEEN IDENTIFIED Deborah Comerford has thirty years’ experience in in peri-operative care and a proven record of regulatory compliance and patient care excellence. Prior to joining SurgiCare, Ms, Comerford served as Clinical Director for Facility Development and Management, LLC where she played a key role in the development and accreditation of new centers. She is fluent in all aspects of center design, development, licensure, management and operation of single and multi- specialty outpatient facilities. She is a graduate of Rutgers University College of Nursing and received her CASC in April, 2007. Larry Tren has been integrally involved in the outpatient healthcare for over 20 years. In his most recent capacity with United Surgical Partners Intemational, he oversaw the operation of nine surgery centers in the eastem region. In his Surgem position, he is responsible for the development and operation of all existing and prospective facilities. Mr. Trenk holds an MBA. Brian F. D’Ereole’s expertise includes development of strategic planning objectives, closing processes, financial statement preparation, audit, productivity monitoring, and operational and reporting management, Prior to joining Surgem, he worked in the Hospital environment as Vice President of Finance. He also handled outpatient services including Dialysis Centers, Home Healthcare agencies, and real estate holdings. Brian is an active member of Healthcare Financial Management Association, American College of Healthcare Executives, and has served on several Healthcare Board of Directors. Mr. D’Ercole holds a Master in Healthcare Administration from Long Island University and a Bachelors of Science degree in Finance from St. Thomas Aquinas College. Joe Tarsia has 25 years of corporate experience in the Surgical/Medical field. He understands the needs of physicians and has successfully syndicated our newest centers. He is an integral part of Surgem’s vision to grow and responsible for all new Physician investors. ‘Surgem’s growth through mergers and acquisitions and new development established us as a leader in the ASC community.President and Executive Director: The Executive Director (ED) oversees the daily operations of ‘AMC. The ED is responsible for ensuring that all policies and procedures are followed by AMC ‘management and staff. The ED is accountable to the Board of Directors for the daily operations of AMC. The Executive Director is responsible for oversight and direction of the safety program, community relations, and security. It is the responsibility of the Executive Director to assure that the various managers maintain and follow the security policies and procedures. Patient and employee safety and security are critical to the success of the program and are the highest priority. ‘The Executive Director is ultimately responsible for the confidentiality of, patient information. Chief Financial Operator: The CFO shall keep and maintain, or cause to be kept and maintained, adequate and correct books and accounts of AMC properties and transactions. The CFO shall send or cause to be given to Directors such financial statements and reports as are required to be given by law, by these bylaws, or by the Board. The CFO shall deposit, or cause to be deposited, all money and other valuables in the name and to the credit of AMC with such depositories as the Board may designate and shall be authorized to otherwise deal in good faith and in accordance with applicable laws with AMC’s funds, including by adding or deleting signatories to any bank account held in the name of the Collective. The CFO is responsible for oversight of cash flow and to monitor and audit the financials to prevent or recognize any efforts of criminal activity. Chief Information Officer: The CIO shall keep or cause to be kept, at AMC’s principal office or such other place as the Board may direct, a book of minutes of all meetings, proceedings, and actions of the Board, of committees of the Board, and of members’ meetings. The secretary shall keep AMC's corporate seal, if any, in safe custody and shall have such other powers and perform such other duties as the Board or the bylaws may require. ‘The Information Officer will monitor and audit processes to recognized and prevent any violation of patient privacy. The Information Officer will act as the liaison between Alternative Medical Concepts and the public. Itis the responsibility of the Information Officer to work within the community and with the local government to maintain “transparency” of the legal, medically necessary production and dispensing of medical marijuana at the licensed site. The Information Officer is the Chief HIPAA Compliance Officer. MANAGERS, General Manager: The General Manager is responsible for overseeing al! departments, ‘coordinating interdepartmental communication, and relaying needs and information between ‘executive staff and department managers. The General Manager is also responsible for evaluating the success of current operating procedures, and strategically planning operational changes and upgrades as the organization grows and develops over time, The General Manager is responsible to implement and monitor security measures as directed by the Executive Director. ‘The General Manager is responsible for protecting patient privacy, as directed by the Executive Director.Assistant Manager Positions: Assistant management positions will be available for the Inventory/Packaging, Sales and Safety Departments. Assistants will perform similar duties to the department manager positions, which include ensuring premier customer service throughout each patient’s experience at AMC, as well as compliance with safety, security, and confidentiality protocol. All employees are expected to monitor and review operations to report and prevent criminal activity and diversion of marijuana, CULTIVATION Cultivation Director: The Cultivation Director is responsible for overseeing all departments of AMC Cultivation, The Cultivation Director will monitor the efficient cultivation of medical ‘cannabis using environmentally sound cultivation procedures. The Cultivation Director will be responsible for ensuring that the facility cultivates an adequate supply of medicine, making sure to avoid a surplus. ‘The cultivation Director is responsible for oversight and implementation of the security measures in place to prevent diversion, SALES Inventory/Packaging Manager: The Inventory Manager supervises the inventory staff to ensure that all daly tasks are completed accurately, The Inventory Manager is responsible for the execution and results of inventories. The Inventory Manager is responsible for the physical ‘movement of inventory and cash, as well as the logical tracking and recording of that movement, ‘The Inventory/Packaging Manager is responsible to maintain the highest level of security and follow all security procedure during the packaging and inventory processes, Associate Positions: Associate positions will be available for the Member Services, Sales, Inventory/Packing and Safety Departments, Associates will perform duties similar to the department manager positions, which include ensuring premier customer service throughout each patient’s experience at AMC, as well as compliance with safety protocol. Sales Manager: The Sales Manager is responsible for designing and implementing key systems for oversight and inventory controls to help track and oversee the purchasing of medicine by legally qualified patients who have a doctor’s recommendation, effectively ensuring regulatory compliance. Additionally, this individual will assist in making key hiring decisions for the administrative staff. The Sales Manager will also be responsible for staff oversight with a focus ‘on safety and security of the production and distribution activities. ADMINISTRATIVE ‘Member Services Manager: The Member Services Manager is responsible for reception, patient orientation and education, on-site activism and resolving patient issues, The Member Services Manager is responsible for training reception staff and maintaining patient records. ‘The