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February 14, 2011 By Hand Delivery Poonam Alaigh, MD, MSHCPM, FACP Commissioner New Jersey Medicinal Marijuana Program NJ Department of Health and Senior Services PO Box 360 Trenton, NJ 08625-0360 RE: Application to Establish and Operate Medicinal Marijuana Alternative Treatment Center in New Jersey’s Southern Region (RFA#3683_001) Dear Commissioner Alaigh: Attached please find the application of the Compassionate Care Foundation, Inc. (“Compassionate Care”) to establish and operate a medicinal marijuana alternative treatment center in the Southern Region in response to New Jersey Department of Health and Senior Services Request for Applications RFA #3683_001. Compassionate Care, a New Jersey non- profit created to cultivate and dispense pharmaceutical grade cannabis to meet medical needs, was founded by a group of former health department regulators, community leaders, healthcare professionals, researchers and non-profit directors who understand both the therapeutic value of this product and public sensitivities. Compassionate Care is committed to providing New Jersey patients with safe and affordable medicine. Compassionate Care is applying for additional permits to operate a total of three Alternative Treatment Centers – one each in the Northern, Central, and Southern Regions of the state. Our team is highly capable, qualified, and capitalized to establish and operate these three facilities. We will maintain the highest standards of quality control and accountability to prevent diversion. We have developed research protocols to enable us to collect and share required data on patient outcomes, utilization, and trends. We have undertaken outreach to local government and law enforcement in each of the communities where we propose to locate our facilities to confirm that they are receptive to our endeavor, and selected sites at an acceptable distance from sensitive uses such as schools. We have negotiated workable terms with landlords, disclosing our intent to cultivate and distribute medicinal cannabis. As a result, we are very proud to attach letters of support from throughout the state, including from local communities. Please note that this application contains security-related and proprietary information which is exempt from the Open Public Records Act (OPRA). We hereby request that you protect the confidentiality of any portions of the application for which the information is exempt from

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Awarded application submitted to the NJ Department of Health and Human Services by COMPASSIONATE CARE SOUTH as part of a public RFA. This application was awarded one of the first six medical marijuana growing and distribution sites.

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February 14, 2011 By Hand Delivery Poonam Alaigh, MD, MSHCPM, FACP Commissioner New Jersey Medicinal Marijuana Program NJ Department of Health and Senior Services PO Box 360 Trenton, NJ 08625-0360

RE: Application to Establish and Operate Medicinal Marijuana Alternative Treatment Center in New Jersey’s Southern Region (RFA#3683_001)

Dear Commissioner Alaigh:

Attached please find the application of the Compassionate Care Foundation, Inc. (“Compassionate Care”) to establish and operate a medicinal marijuana alternative treatment center in the Southern Region in response to New Jersey Department of Health and Senior Services Request for Applications RFA #3683_001. Compassionate Care, a New Jersey non-profit created to cultivate and dispense pharmaceutical grade cannabis to meet medical needs, was founded by a group of former health department regulators, community leaders, healthcare professionals, researchers and non-profit directors who understand both the therapeutic value of this product and public sensitivities. Compassionate Care is committed to providing New Jersey patients with safe and affordable medicine.

Compassionate Care is applying for additional permits to operate a total of three Alternative Treatment Centers – one each in the Northern, Central, and Southern Regions of the state. Our team is highly capable, qualified, and capitalized to establish and operate these three facilities. We will maintain the highest standards of quality control and accountability to prevent diversion. We have developed research protocols to enable us to collect and share required data on patient outcomes, utilization, and trends.

We have undertaken outreach to local government and law enforcement in each of the communities where we propose to locate our facilities to confirm that they are receptive to our endeavor, and selected sites at an acceptable distance from sensitive uses such as schools. We have negotiated workable terms with landlords, disclosing our intent to cultivate and distribute medicinal cannabis. As a result, we are very proud to attach letters of support from throughout the state, including from local communities.

Please note that this application contains security-related and proprietary information which is exempt from the Open Public Records Act (OPRA). We hereby request that you protect the confidentiality of any portions of the application for which the information is exempt from

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OPRA. Relatedly, please retain this cover letter with the application at all times so that this request is honored without fail.

As President and Chief Executive Officer of Compassionate Care, I can and do attest to the accuracy and veracity of all statements, figures, amounts and other information incorporated within the materials submitted. Thank you very much for your efforts to enable patients to obtain medicinal marijuana, and for your careful consideration of our application to assist in those efforts.

Sincerely, Compassionate Care Foundation, Inc. William J. Thomas President & CEO

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TABLE OF CONTENTS

TABLEOFCONTENTS

INTRODUCTION.............................................................................................................................................1

CRITERION 1 - INFORMATION REGARDING APPLICANT & FACILITY......................................................3 CRITERION 2 - OPERATIONAL INFORMATION..........................................................................................11 CRITERION 3 - COMMUNITY INPUT AND APPROVAL ...............................................................................20 CRITERION 4 - PATIENT CARE CENTER SPECIFIC CONSIDERATIONS......................................................22 CRITERION 5 - CULTIVATION SPECIFIC CONSIDERATIONS .....................................................................35

APPENDIX A – CORPORATE DOCUMENTS ...............................................................................................A1 APPENDIX B – EVIDENCE OF SITE CONTROL ........................................................................................A19 APPENDIX C – EVIDENCE OF ZONING COMPLIANCE ...........................................................................A21 APPENDIX D – DISTANCE TO SENSITIVE SITES .....................................................................................A24 APPENDIX E – ZIP CODE MAP OF SERVICE AREAS ..............................................................................A26 APPENDIX F – QUALIFICATIONS AND POSITION DESCRIPTIONS .........................................................A28 APPENDIX G – OPERATIONS PLAN .........................................................................................................A51 APPENDIX H – SECURITY PLAN..............................................................................................................A93 APPENDIX I – EMPLOYEE TRAINING MANUAL ...................................................................................A114 APPENDIX J – HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT (HIPAA) MANUAL............A116 APPENDIX K – HUMAN RESOURCES MANUAL ....................................................................................A121 APPENDIX L – CULTIVATION OVERVIEW............................................................................................A135 APPENDIX M – HYDROPONIC DESIGN .................................................................................................A137 APPENDIX N – PRODUCT SAFETY PLAN...............................................................................................A139 APPENDIX O – FIRE SAFETY PLAN.......................................................................................................A142 APPENDIX P – ENVIRONMENTAL PLAN................................................................................................A144 APPENDIX Q – FINANCIAL PRO-FORMA ..............................................................................................A146 APPENDIX R – LETTERS OF RECOMMENDATION ................................................................................A174

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INTRODUCTION

1

The Compassionate Care Foundation Inc. (“Compassionate Care”) very much appreciates the opportunity to submit this application for a permit from the State of New Jersey in response to DHSS RFA #3683_001 (“RFA”). We seek a permit to cultivate and dispense medicinal cannabis in Bellmawr, New Jersey. We are simultaneously submitting additional permit applications to operate Alternative Treatment Centers (“ATC”) in the state’s Central and Northern Regions. Compassionate Care is a non-profit corporation organized under the State of New Jersey with the mission of providing therapeutic pain relief to patients in need and conducting research into the effectiveness of medicinal cannabis for the individuals and communities we serve. Founded in 2011, Compassionate Care is lead by a Board of Directors whose members are medical professionals, former health department regulators, community leaders, and researchers. They are committed to providing New Jersey patients with safe and affordable medicinal cannabis. Using advanced horticultural technology, we offer many varieties of pharmaceutical grade cannabis. Our unique approach allows us to trace the genetic strand of every plant, to protect our medicinal products from disease, pest, and mold, and to ensure that our medicinal cannabis is maximally effective for our patients. We realize that our corporate sustainability depends on a reciprocal relationship with our host community and surrounding environment. We make substantial contributions to our host communities through job creation and charitable giving. Moreover, we operate environmentally responsible facilities, use cultivation methods with “zero waste” polices and procedures, rely upon high security protocols to ensure the safety of our workers and our neighbors, and conduct a sophisticated research and development program on medical cannabis efficacy. Our commitment to the environment, workers, customers, and our community are reflected throughout this document. The organization of this application mirrors the structure of the RFA – a section for each criterion, and within that, a subsection for each measure. Thus, Section 1 provides information requested about the applicant (Compassionate Care) and the cultivation facility and patient care center for which we are seeking this permit. Section 2 describes requested information about our operating plans, policies, and funding. Section 3 describes our proposed methods for obtaining the input and support of our host communities (from members of the public as well as local government entities). Section 4 details more specifically the patient care, data collection, security, and educational programs and procedures we will use in operating these facilities and the interface between this cultivation center and our patient care center. Section 5 focuses on our cultivation procedures. Section 6 contains eleven appendices (e.g., zoning compliance documents and letters of support from local communities).

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INTRODUCTION

2

This proposal will specifically articulate our knowledge of and conformance with the State of New Jersey’s medical cannabis program and addresses, item by item, the requirements under the Request for Applications. In summary, this application demonstrates the reasons why Compassionate Care is unsurpassed in the experience, capabilities, and qualifications needed to operate an ATC. Based upon these attributes and the information contained in the remainder of the document it is our hope that the reviewers will consider our organization for a permit to operate an ATC for medical cannabis in the south section of State of New Jersey.

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CRITERION 1

3

CRITERION1‐INFORMATIONREGARDINGAPPLICANT&FACILITY

Measure1:Theapplicantshallprovidetheproposedlegalnameandthefollowingdocumentsapplicable to the applicant’s legal status. Supporting documents should be included asAppendixA.

▪ CertificateandArticlesofIncorporationandBy‐Lawsforcorporations▪ Organizingdocumentsforassociations▪ Evidenceofnonprofitstatus▪ CertificateofgoodstandingissuedbytheNewJerseySecretaryofState

The proposed legal name of our entity is Compassionate Care Foundation, Inc. We have attached the following supporting documents:

• Certificate of Incorporation of Compassionate Care Foundation, dated February 4, 2011

• By-Laws for Compassionate Care Foundation, dated February 9, 2011 • Certificate of Good Standing for Compassionate Care Foundation, issued by the

New Jersey Secretary of State on February 7, 2011 • Business Registration Certificate1

Appendix A: Corporate Documents

Measure2:Theapplicantshallprovidetheproposedphysicaladdress(es)oftheATC,ifapreciseaddresshasbeendetermined.SupportingdocumentsshouldbeincludedasAppendixB.

▪ For each proposed physical address, the applicant shall provide legally bindingevidence of site control (e.g., deed, lease, option, etc.) sufficient to enable theapplicant to have use and possession of the subject property including, but notlimitedto,lengthoftermofuseandpossession.

▪ Iftheapplicantintendstocultivatemedicinalmarijuanaatonephysicaladdressanddispense it at another, both facilities shall be located within the same region asdefined in Subchapter 1 of N.J.A.C. 8:64, the Rules Related to the MedicinalMarijuanaProgram.

▪ Ifapreciseaddresshasnotbeendetermined,theapplicantshallidentifythegenerallocation(s)wherethefacilitieswouldbesited,andwhen.

Compassionate Care plans to operate its cultivation and patient care center at separate locations within the same region, as follows:

1 Evidence of Compassionate Care’s nonprofit status is included in its Bylaws and Certificate of Incorporation. Compassionate Care is in the process of filing for its business registration certification. This process will be complete by April 4, 2011.

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CRITERION 1

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Measure2Responsecont’d

a) Cultivation Facility. The cultivation facility will be located at 330 Benigno Boulevard, Bellmawr, NJ 08031. We have attached a Letter of Intent, dated February 2, 2011, from Bradford Price to the Department’s Office of Legal and Regulatory Compliance, showing a preliminary agreement for a 10-year lease for Compassionate Care to use and possess the site as a cultivation facility.

b) Patient Care Center. While we have not selected the precise address of our patient

care center, it will be located in the same municipality and in the same region as our cultivation facility, as defined in N.J.A.C. 8:64-1.2. If awarded a permit, we will identify and secure the final site for the patient care center within thirty (30) days from permit approval.

Appendix B: Evidence of Site Control

Measure3: Theapplicant shallprovideevidenceof compliancewith the local zoning laws foreachaddressorproposedlocationforanATC.Ifthecurrentzoningisnotappropriateforagiven address or location, identify any required zoning variance(s) and the applicant’sactionstakentodatetoobtainsuchapproval(s)and/orvariance(s).SupportingdocumentsshouldbeincludedasAppendixC.

Compassionate Care's cultivation facility will be located in the Heavy Industrial Zone District of the Borough of Bellmawr. While the code does not specifically address our proposed use of harvesting and packaging medical cannabis, we will make the appropriate site plan /variance applications if required by the Township in order to secure a certificate of occupancy. In addition, we will locate our patient care center in an area consistent with the zoning requirements for the area. We currently do not anticipate any major zoning variance request or approvals needed for the patient care center. Appendix C: Evidence of Zoning Compliance

Measure4:TheapplicantshallprovideevidencethatallofthephysicaladdressesandproposedlocationsprovidedinresponsetoMeasure2arenotlocatedwithinadrug‐freeschoolzone.The applicant shall provide the distance to the closest school from the ATC. SupportingdocumentsshouldbeincludedasAppendixD.

Community safety is a top priority for Compassionate Care. Our cultivation facility is not located within a drug-free school zone. The closest distance to a school is 0.9 miles. We also will select a patient care center location that is not located within a drug-free school zone. We have provided a table showing distance to the closest school and other select locations as defined in the regulations. Appendix D: Distance to Sensitive Sites

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CRITERION 1

5

Measure5:Theapplicantshallprovidea legiblemapormapsoftheATCserviceareasbyZipCodetobeservedbytheATC.SupportingdocumentsshouldbeincludedasAppendixE.

We have attached a legible map with zip codes of the areas that will be served by our patient care center. In order to provide access for the largest number of those in need, Compassionate Care will welcome and be prepared to serve all registered patients residing in any of the counties in the region as defined in the New Jersey Compassionate Use Medical Marijuana Act (the “Act”). Appendix E: Zip Code Map of Service Areas

Measure6:Theapplicantshallprovidetherole,qualifications,name,addressanddateofbirthofeachstaffmemberandtherole,name,percentageinterest,addressanddateofbirthofeachprincipal,officer,boardmemberorpartneroftheATC.Intheeventthatanindividualhasnotyetbeen identified,astatementofrequiredqualificationsandpositiondescriptionshallbeincludedasAppendixF.

The Compassionate Care team is composed of former health department regulators, community leaders, healthcare professionals, researchers, and nonprofit directors committed to providing qualifying patients, their caregivers, and their healthcare providers with current, scientifically accurate care and information about medical cannabis. Led by the President and Chief Executive Officer, William Thomas, the Board includes:

WILLIAM J. THOMAS Mr. Thomas has spent the last 41 years developing methods for delivering healthcare at affordable prices while maintaining the highest levels of quality. He has demonstrated on many occasions that he can build and maintain a large organization. Since selling his consumer-focused health insurance company in 2007, he has been working with the application of social media to improve the quality and cost of healthcare. In 2009, he started working as the lead researcher for the Leapfrog Due Diligence Cooperative. Membership includes the New Jersey Health Care Quality Institute and many New Jersey companies and unions.

The focus of his research has been the comparative effectiveness of disease management vendors, prescription benefit managers, and wellness companies. Mr. Thomas was asked to serve on the board because of his experience with the delivery of health care services and his ability to grow organizations from the ground up.

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CRITERION 1

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Measure6Responsecont’d

DAVID KNOWLTON Mr. Knowlton is the CEO of the New Jersey Healthcare Quality Institute, a nonprofit health care think tank. The Board of the Institute includes all of the major health care stakeholders in New Jersey. Mr. Knowlton is the former Deputy Health Commissioner of New Jersey and is currently the National Chairman of the Leapfrog Group, a nonprofit health care research organization. Leapfrog is an employer member-driven nonprofit representing over 2,200 employers, including the New Jersey Health Care Payers Coalition. Mr. Knowlton was asked

to serve on the Board because of his knowledge of the healthcare needs of New Jersey and his experience with managing nonprofit organizations.

JAMES C. HERRMANN Mr. Herrmann is the President of James C. Herrmann & Associates, Ltd., (JCH), a full service insurance agency and brokerage located in Rockville Centre, New York. Mr. Herrmann began his insurance career in 1986, specializing in healthcare professional liability and financial services. Today, these two areas represent a significant portion of JCH’s business. JCH insures numerous health care facilities, physicians, and nonprofit agencies. JCH also maintains a large presence in the construction and real estate industries, representing contractors, developers, and real estate companies.

Mr. Herrmann was a Captain in The Rockville Centre Volunteer Fire Department, the past President of the Friends of Mercy Medical Center, and a former board member of Mercy Medical Center and Our Lady of Consolation Nursing Home. He is currently a member of the Board of Trustees of the Long Island Power Authority, the State University of New York College at Old Westbury Foundation, the United Cerebral Palsy Association of Nassau County, and the Long Island 9/11 Memorial. Mr. Herrmann was asked to serve on the Board because of his extensive experience with risk management and his knowledge of nonprofit operations. In addition, the following people have agreed to join our Board:

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CRITERION 1

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Measure6Responsecont’d

ANN MARIE HILL Mrs. Hill is the Executive Director of the New Jersey State Commission on Cancer Research and the Internship Coordinator for the Edward J Bloustein School of Planning & Public Policy, Rutgers University, New Brunswick, NJ. At Rutgers, Mrs. Hill currently coordinates over 200 students a year in senior public health internships, and also teaches research diffusion and senior workplace transition issues. In addition, she conducts research activities on health care disparities, cancer survivorship, clinical trial recruitment, community health and outreach, and research dissemination. Mrs. Hill was asked to

serve on the Board because of her expertise in public health, cancer, and the diffusion of research.

JEFFERY WARREN Mr. Warren has more than 30 years of healthcare leadership experience, including government, hospital administration, philanthropy, consulting, and work in the pharmaceutical industry. Mr. Warren is a principal with JR Market Strategies, LLC, a healthcare consulting firm. Most recently, he served as a senior advisor/consultant to the National Pharmaceutical Council (NPC). Prior to NPC, Mr. Warren was responsible for strategic marketing and media relations for Pfizer Health Solutions. Earlier in his career, he was Executive Vice President of Corporate Development for Cathedral Healthcare

System. During his tenure with Cathedral, Mr. Warren was a National Program Director for the Robert Wood Johnson Foundation’s New Jersey Health Services Development Program. Mr. Warren’s past experience includes tenure as Vice President of Corporate Development with the Hackensack Medical Center. He also was named the first Executive Secretary to the New Jersey Hospital Rate Setting Commission. Mr. Warren was asked to serve on the Board because of his knowledge of the pharmaceutical industry and New Jersey healthcare issues, and because of his service on nonprofit boards.

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CRITERION 1

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Measure6Responsecont’d

JOANN LANGE Ms. Lange has an extensive background in consumer communications and marketing. She has worked on projects for several pharmaceutical companies and an education company serving healthcare providers. On one project she drove the creation and the verification of a consumer database for use by such clients as Pfizer and Astra-Zeneca. The database tracked medical conditions for more than two million consumers.. Ms. Lange is also on the Board of the Robotic Education Foundation. Ms. Lange received an MBA from Harvard University. Ms. Lange was asked to serve on the Board because

of her expertise in educating health care consumers and providers.

MARK DUMOFF Mr. Dumoff is the President of Healing Spaces, Inc., a 501(c)3 nonprofit corporation he founded in 2005. The mission of Healing Spaces is to “Bring Healing to the Home” by creating “Dream Bedrooms” that enhance the spirit and quality of life for children from underprivileged families in New Jersey who are fighting cancer and other serious illnesses. Healing Spaces partners with leading pediatric oncology hospitals in New Jersey such as Tomorrow Children’s Institute at Hackensack University Medical Center, Children's Hospital of New Jersey

at Newark Beth Israel Medical Center, and the Bristol-Myers Squibb Children's Hospital at Robert Wood Johnson University Hospital. Mr. Dumoff also is CEO and President of Relational Insights, Inc. (aka DocInsight), a health information technology strategy, development, and services company. DocInsight is focused on patient experience measurement and enhanced care coordination within a Patient Centered Medical Home and Accountable Care Organization setting. Mr. Dumoff was asked to serve on the Board because of his experience with managing a nonprofit and for his expertise in assessing and surveying patient experience. Our President and Chief Executive Officer, Mr. William Thomas is in place. We have attached other key staff position descriptions and information requested regarding the role, qualifications, name, address, and date of birth of each staff member, as well as the role name, percentage of interest, address, and date of birth of each principal, officer, board member, or partner of Compassionate Care. Appendix F: Qualifications and Position Descriptions

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CRITERION 1

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Measure7:DisqualifyingDrugOffenses: In consideringanyapplication foranATCpermit,anapplicantmust disclose and the Department shall consider, at aminimum, the followingfactorsinreviewingthequalificationsofthosepersonsapplying:

▪ Whether the applicant or any staff member, principal, officer, board member orpartnerhasbeenconvictedunderanyFederal, stateor local laws, relating todrugsamples,wholesaleorretaildistribution,ordistributionofacontrolledsubstance

▪ Whether the applicant or any staff member, principal, officer, board member orpartnerhasbeenconvictedofafelonyunderanyFederal,stateorlocallaws

▪ The past experience in the manufacturing or distribution of drugs or controlledsubstancesbytheapplicantoranystaffmember,principal,officer,boardmemberorpartner

▪ Whether the applicant or any staff member, principal, officer, board member orpartnerhaseverfurnishedfalseorfraudulentmaterialinanyapplicationconcerningdrugmanufacturingordistribution

▪ Whether the applicant is in compliance with any previously granted professionalhealthlicenseorregistration,ifany

▪ AnyotherfactorstheDepartmentmightconsiderrelevant

Compassionate Care is committed to the highest ethical standards, patient safety, and transparency in its operations and business practices. Based upon preliminary background checks, our staff members, principals, officers, board members, and partners do not have any potentially disqualifying drug or other criminal offenses. In addition, to the extent applicable, all are, and will continue to be, in compliance with previously granted professional health licenses and registrations. Finally, each principal, director, board member, owner, and employee will be required to provide written consent to submit to a criminal history record background check pursuant to N.J.S.A. 24:61-4. To ensure transparency, the entire background check process will be conducted by an outside, independent third-party agency. We will immediately notify the Department of Health (the “Department”) if any principal, officer, board member, or employee has any disqualifying drug offenses or other reportable events as defined by the Department.

Measure8:Theapplicantshallprovidetheidentitiesofallitscreditors,ifany.

Compassionate Care does not currently have any creditors. All start-up costs have been incurred by one or more of Compassionate Care’s Board members. See financial statements that set forth categories of future creditors. Appendix Q: Financial Pro-Forma

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Measure9:TheapplicantshallprovidealistofallpersonsorbusinessentitieshavingdirectorindirectauthorityoverthemanagementorpoliciesoftheATC.

Compassionate Care is managed by its officers/key staff and Board of Directors. No other person or business entity has a direct or indirect authority over the management or policies of Compassionate Care. The name of the President and Chief Executive Officer is William Thomas. The current names of the Board members responsible for the management of Compassionate Care are:

• William J. Thomas • David Knowlton • James C. Herrmann

See Board bios in Criterion 1, Measure 6 above.

Measure 10: The applicant shall provide a list of all persons or business entities having anindirect interest intheATC.An indirect interest includesan interest inthe landorbuildingwheretheATCwillbesited.

The landlord for Compassionate Care will be Albert E. Price, Inc., which does not have any interest or ownership in Compassionate Care. If granted a permit, Compassionate Care anticipates having several categories of third-party vendors to provide management, security, scientific, and other professional functions. We have provisionally identified vendors for specific services, including the following:

• Security: Henry Brothers Electronics and Universal Safety Response • Product Safety Testing: CW Analytical • Hydroponic Supplies/Cultivation Oversight: weGrow Enterprises, Inc. • Accounting Firm: Lynn Elliott • Transportation Security Services: Dunbar Armored

See financial statements that set forth categories of future creditors. Appendix Q: Financial Pro-Forma

Measure 11: The applicant shall include the required application cover sheet and attestationstatementsignedbyitschiefexecutiveofficerorotherindividualauthorizedtomakelegallybindingcommitmentsonitsbehalf.

See cover letter and attestation statement at beginning of application.

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CRITERION 2

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CRITERION2‐OPERATIONALINFORMATION

Measure 1: The applicant shall provide a draft operations manual and training plan whichdemonstrates compliance with Subchapter 9 of N.J.A.C. 8:64, the Rules Related to theMedicinal Marijuana Program and which addresses ATC General AdministrationRequirements for Organization and Recordkeeping. Supporting documents should beincludedasAppendixG.

To compliance with Subchapter 9 of N.J.A.C 8:64, we have addressed all of the specific requirements in our Operations Plan. Because of the confidential and proprietary nature of our Operations Plan and Training Manual, we have provided all additional documentation that would ordinarily be included in our Operations Plan as separate appendices for sampling purposes. Full copies are available for review in hardcopy, at the Department’s request. The components of our Operations Plan include the following: Appendix G: Operations Plan and Training Manual (For compliance with Subchapter 9) Appendix H: Security Plan (Available for full view) Appendix I: Employee Training Manual Appendix J: The Health Insurance Portability and Accountability Act (HIPAA) Manual Appendix K: Human Resources Manual Appendix L: Cultivation Overview Appendix M: Hydroponic Design Appendix N: Product Safety Plan Appendix O: Fire Safety Plan Appendix P: Environmental Plan

Measure2: Theapplicant shall provideadescriptionofhow theATCwill operateona long‐termbasisasanot‐for‐profit entityandabusinessplan that includes,ataminimum, thefollowing:

To operate on a long-term basis as a nonprofit entity, Compassionate Care intends to operate a lean organization to provide patients with affordable medicine. The price of our medicine will be equal to our cost. As our organization becomes more efficient over time and expands its patient base, we intend to reduce our prices and invest more into areas that promote the long-term wellbeing of our patients and the surrounding communities.

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CRITERION 2

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Measure2Responsecont’d

Our primary focus areas will be:

1. Reducing the cost of our medicine and expanding our indigent care program 2. Investing in our research and development program 3. Developing and expanding our charitable and philanthropic programs 4. Providing additional worker education and training 5. Offering more free healthcare services to patients 6. Increasing product safety, hygiene and quality assurance standards

Measure2‐I:TheapplicantshallprovideadetaileddescriptionabouttheamountandsourceoftheequityanddebtcommitmentfortheproposedATC.

a) Theimmediateandlong‐termfinancialfeasibilityoftheproposedfinancingplan;b) Therelativeavailabilityoffundsforcapitalandoperatingneeds;andc) Theapplicant’sfinancialcapability.

Compassionate Care has received a commitment of forty-five million dollars ($45,000,000) from Metropolitan Financial Holdings to operate up to three ATCs. We have provided a financial commitment letter and evidence that the funds are available through financial statements. See Letter, dated February 7, 2011, from Goldie Dickey and Ben Penfield of Metropolitan Financial Holdings to James Herrmann and the Compassionate Care Foundation. The funds for this project have been set aside for our project, pending approval of our permits. Appendix Q: Financial Pro-Forma

a)THEIMMEDIATEANDLONG‐TERMFINANCIALFEASIBILITYOFTHEPROPOSEDFINANCINGPLAN

We have compiled comprehensive financial statements that show the immediate and long-term financial feasibility of our proposed financing plan. Because of the confidential and proprietary nature of our full business plan, complete copies are available for review in hardcopy, at the Department’s request. Appendix Q: Financial Pro-Forma

b)THERELATIVEAVAILABILITYOFFUNDSFORCAPITALANDOPERATINGNEEDS

Metropolitan Financial Solutions has blocked and held in support funds for our capital and operating needs as evidenced in the financial commitment letter provided. See Criterion 2, Measure 2-I. Appendix Q: Financial Pro-Forma

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CRITERION 2

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Measure2‐IResponsecont’d

c)THEAPPLICANT’SFINANCIALCAPABILITY

As indicated in our attached financial statements, Compassionate Care is financially capable of carrying out our plans described within this proposal. Our leadership has owned and operated many successful ventures over time and has the capacity to build and operate a cultivation facility and patient care center if awarded a permit.

Measure 2‐II: The applicant shall provide a copy of its proposed policy regarding charitycare/servicingindigentpatients.

Compassionate Care has two basic charitable missions. The first is to provide high quality medicine to patients in need. The second is to expand the understanding of the clinical effects of medicinal cannabis and how it should be used in the treatment of different diseases and conditions. This section briefly summarizes Compassionate Care’s basic approach to our charitable missions, but it should be understood that our board and management will be refining our charitable programs on an ongoing basis in response to our experience and evolving patient and community needs. As mentioned above, our first charitable mission is to provide the best quality medical cannabis to patients who can benefit from this treatment. In our cultivation facility we will use state-of-the-art horticultural equipment and methods as well as scrupulous hygienic practices to ensure our product is safe and healthful. In our patient care center we are dedicated to providing informed and caring patient education with exceptional customer service. We aim to be recognized as the industry leader in our field and will leverage systematic patient feedback and ongoing dialogue with the medical community to continuously improve our products and services. An important aspect of our patient care mission is our commitment to increase access to medical cannabis for those who are medically underserved. Most immediately we recognize that people with chronic or terminal illness often have limited financial means, frequently made worse by the loss of ability to work and the expenditure of income on expensive medical and custodial care. We will need to refine the details, but we intend to make generous provisions for patients who need but cannot afford our product or the specialty equipment to consume it. Access issues for medical cannabis are especially pronounced because cannabis is currently a self-pay drug product. Neither public nor commercial insurers provide any subsidies or reimbursement to patients electing to use this medicine. With our board’s experience in the health care and insurance industries, we expect to bring forth research that will persuade third-party payers to reimburse patients using medical cannabis for conditions for which it has been shown to be clinically efficacious, safe, and cost-effective in comparison to alternative therapies.

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CRITERION 2

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Measure2‐IIResponsecont’d

This leads us to Compassionate Care’s research mission. At the present time there is clear and convincing evidence that cannabis is a safe and effective product for many patients, but we do not yet have the level of knowledge that would allow physicians to confidently guide patients on the maximum benefits associated with use of the product. Experts in the field of pain management agree that cannabis is one of the least addictive of currently available therapies and has fewer serious risks and toxicities than other drugs, but further research and education on these issues is needed to rectify long-standing misperceptions about the relative safety of cannabis. The National Institutes of Health has recently announced a new grant program for research on the clinical effectiveness of cannabis, and Compassionate Care is applying for one of these grants, conditioned on our success in obtaining a permit for one or more patient care centers. Whether we obtain a grant or not, we will use a portion of the funds from sales to conduct our own research on these matters. We will be eager to work with the Department and other state agencies to document New Jersey patients’ experiences with medical cannabis so this knowledge can be used to inform future regulatory policies and practices. You can see from reviewing the profiles of members of our Board and our independent Medical Advisory Board (see below) that we are very serious about research. The key to gathering the data we need on effectiveness is to obtain patient participation. We need patients to report their experience with the drug. We need to know how the use of specific strains and strengths of the drug affects symptoms such as pain and nausea. Since our organization is new and therefore unknown to the patient population of New Jersey, we will need the support of the longstanding patient advocacy organizations and charities. To this end we have reached out to charities such as Gilda’s Club and other similar organizations. We intend to provide funding to these organizations to advance the understanding of medicinal cannabis. In return we have asked that they encourage their medical cannabis-using clients to participate in our outcomes studies. Some of their clients who use medicinal cannabis will already be known to us because they are also our clients. Therefore, there is no breach of confidentiality. We anticipate the charities will give us general support, not specific client interaction. We are not suggesting that they recommend using medical cannabis. We only need their assistance in encouraging their clients to participate in the research. These patient support organizations will be natural places for us to distribute educational information about medicinal cannabis. There are special organizations such as the Children’s Cancer Network where distributing information about the use of this drug in patients under the age of 18 will be critical. There are other organizations such as the New Jersey Health Care Quality Institute, the New Jersey Nurses Association, the New Jersey Medical Society, the New Jersey Hospital Association, and the New Jersey Healthcare Payers Association where there are opportunities for education and support. We will offer our experts and Board members the opportunity to meet with these organizations and their members to discuss the use and effectiveness of this drug. Our Board members have worked with all of these organizations in the past either as members, supporters, or board members.

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Measure2‐IIResponsecont’d

We will also reach out with education to employers because they may have employees who are using the drug and the employers should be aware of its effects on employee performance. Employers may also elect to fund the prescriptions in their benefit plan if we can show through comparative effectiveness research that medical cannabis is more cost effective. To facilitate our interaction with charities and other important organizations we have asked current board members of charities to participate in a Charitable Research Support Committee. This committee will be headed by Mr. Kenneth Merin, the former New Jersey Insurance Commissioner and current President of the Charles Hayden Foundation.

Measure2‐III: Theapplicant shall providea copyof itsproposedpolicy related todisposalofreturnedorunusablemarijuana.

Compassionate Care has developed a return policy based on our principles and our understanding of the Medical Marijuana Program (the “MPP”). We anticipate that aspects of the return policy may be revised as the Department further clarifies the rules of the Program. Compassionate Care’s policy on unused or returned medication is guided by three orienting objectives:

• Ensure product safety issues are promptly identified, analyzed, and corrected; • Provide excellent value and service to our patients; and • Minimize opportunities for diversion

Before a batch of medicinal cannabis is packaged, a sample will be tested in our laboratory for pests, molds, and other contaminants, and we will also analyze the cannabinoid profile of product (details are provided in Criterion 5, Measure 3). Any medicinal cannabis found to be deficient, whether because of mold, excessive THC, or other issues, will be incinerated. In addition, excess inventory will periodically be destroyed to prevent any unauthorized use or distribution. An on-site incinerator in a secure room of the facility will be used for this purpose.

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Measure2‐IIIResponsecont’d

If a patient or caregiver returns product claiming that it is defective, our staff will complete a report on the complaint and take possession of the returned product. The returned product will be weighed, and if the returned product is >50% of the volume purchased, the customer will be eligible for a full refund of the purchase price. Also, the customer may apply the value of the product returned to another medication purchase. As each patient may only purchase two ounces of medication per month, patients returning >50% of a quantity of medicine for quality reasons will be able to replace that allotment within their two-ounce-per-month purchase limit. Patients making returns of less than half of the product purchased will be eligible for a refund of the purchase price, but they will only be able to buy substitute product if they have not reached their purchase limit for the month, inclusive of the product returned. With this policy we hope to balance consumer protections with the Act’s objective to limit personal consumption of medicinal cannabis to no more than two ounces of medicine per month. Any product returned for quality reasons will be sent to our laboratory for inspection and analysis. If the product has evidence of pests, contaminants, or other problems, we will use our inventory tracking system to identify all products produced from the same plant, whether they are in our cultivation facility or patient care center, or have been sold to patients and caregivers. Upon receipt of returned product from the patient care center the product received will be weighed and its weight compared to recorded weight of the product when returned. Management and security will investigate discrepancies and any reportable events will be communicated to the Department. Once the source plant associated with a product quality problem has been identified, any related product that remains in our possession will be returned to the lab for inspection and the product will be destroyed. We will also issue a consumer alert to patients who have received related product, and they will be encouraged to return the potentially damaged product to their patient care center. Any returned product received by our patient care center will be sent to our cultivation facility where it will be incinerated after appropriate samples have been provided to the laboratory for analysis. Throughout this process the volume of the product will be recorded in our inventory management system, so there will be thorough documentation of the product’s disposition and any diversion can be identified and managed as required by New Jersey law and the rules of the Department.

Measure2‐IV:Theapplicantshallcompletethefollowingprojectedincomestatementsforthefirstthree(3)yearsofoperation.Roundallamountstothenearestdollar.

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17

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Measure3:Theapplicantshalldocumentitsexperiencerunninganot‐for‐profitorganizationorotherbusiness(es).

We are proud of our Board members’ experience working with and managing nonprofits. The Board members have outlined their experience with nonprofits in their individual CVs. Here is a partial list of nonprofits they have served:

• New Jersey Health Care Quality Institute • New Jersey Health Care Payers Coalition • The Epilepsy Foundation of New Jersey • Newark AIDS Consortium • The Leapfrog Group • Gilda’s Club • Self Insured Association of America • National Robotics Education Association • Healing Spaces • The Long Island Power Authority • State University of New York College at Old Westbury Foundation • The Foundation of United Cerebral Palsy of Nassau County • The Long Island 9/11 Memorial • The American Association of Preferred Provider Organizations • The Adler Aphasia Center • The Health Enhancement Research Organization

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CRITERION3‐COMMUNITYINPUTANDAPPROVAL

Compassionate Care has contacted municipal authorities and has a plan to solicit and incorporate meaningful community input into the project. We seek to be a good, responsible neighbor to the community, while providing much needed medical services to patients with debilitating medical conditions.

Measure1:Inputfromthecity(s)ortown(s)wheretheapplicant’sATCwouldbelocated.

Compassionate Care has contacted the Town of Bellmawr to secure a meeting with municipal officials, at which meeting we expect to review the program and proposed cultivation and patient care center operations with the governing body or its representatives. We are in the process of seeking a letter of recommendation. Appendix R: Letters of Recommendation

Measure 2: Input from the general public regarding the suitability of the applicant and thegeneral standards for location(s) suchas, distance froma school, daycare centerorotherchild‐orientedlocation;distancefromacommercialshoppingdistrict,pharmacy;etc.

Compassionate Care is committed to strong public engagement and outreach to the community. Our community input plan has three goals: (i) to establish a process by which the community can express itself regarding the project; (ii) to inform the community about medical cannabis issues; and (iii) to ensure that Compassionate Care's approach genuinely reflects the community's needs. To reach our goals, we anticipate doing one or more of the following, depending on input from municipal political leaders:

1. Identifying a broad cross-section of community-based organizations and community leaders, including those representing indigent and traditionally underserved and underrepresented residents, to learn how residents and stakeholders can best receive useful information that enables them to participate meaningfully.

2. Identifying and visiting civic, senior, and veteran organizations, health care support groups, and community meetings to introduce our nonprofit organization, our mission, and our vision for the patient care center. We believe this type of outreach establishes our legitimacy with the community and our vested interest in its welfare. We will listen receptively and respond to any concerns about the project.

3. Holding a community meeting so Compassionate Care can introduce itself and present the project to any parties with the same goals. Again, our purpose would be to listen and find ways to be responsive.

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Measure2Responsecont’d

4. Completing our outreach efforts with a follow-up letter to community stakeholders, letting them know that we heard their concerns and what procedures we will follow in responding to such concerns.

5. In addition to the foregoing initiatives, Compassionate Care is committed to engaging our patient and residential communities on an ongoing basis. The Medical Advisory Board will always include at least two community members and one patient (see response to Criterion 4, Measure 5). We will partner with local community organizations to solicit volunteers for these positions.

Appendix D: Distance to Sensitive Sites Appendix R: Letters of Recommendation

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CRITERION4‐PATIENTCARECENTERSPECIFICCONSIDERATIONS

Measure1:Theapplicantshallprovideaplanforinventory,recordkeepingandsecuritywhichshowsanunderstandingofthetypesofrecordsthatshallbeconsideredconfidentialhealthcare information underNew Jersey law and are intended to be deemed protected healthcareinformationforpurposesoftheFederalHealthInsurancePortabilityandAccountabilityActof1996,asamended[HIPAA].

Compassionate Care will use standard industrial supply chain tracking tools to keep proper inventory levels of products available for our patients. Having an oversupply of inventory could result in product degradation and increased security risks, but an undersupply might deny patients access to their medicine. One of the capabilities of our supply chain tracking system (described in Criterion 5, Measure 3) is to control our inventory and also anticipate future production needs. Under our system, each plant in our cultivation facility is assigned a unique, systematic serial number from the moment a cutting is taken. This serial number is entered into our secure computer database so that we are always aware of the number and strain of plants within our facility. We are also aware of the current status of the plant (e.g., whether it is in the vegetative or flowering growth stage). This information allows us to forecast inventory levels for the future. If a patient inquires when a particular strain will be available, we can determine how many plants of that strain are in production, what stage of production they are in, and how long it will be before they are ready to harvest. After harvesting, when the medical cannabis is securely transported to our patient care center (see Criterion 5, Measure 1, Part 3), our supply chain tracking system is integrated with our high-security delivery company and patient care center database. After a product from our cultivation facility is placed in transit, the status of the package is updated to reflect pending delivery confirmation, and then the status is updated when it is received by the patient care center. Once we sell the product at the patient care center, information on the patient buying it is associated with the serial number of the plant, so there is traceability from seedling to sale. Even in the absence of physical communication, our technology allows us to retrieve current inventory levels from within our patient care center so the cultivation personnel are made aware of any possible shortages or overages.

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Measure1Responsecont’d

Inventory Diversion Prevention

To prevent diversion by patients or caregivers, we will take the following measures: • At the time of each purchase, verify an individual’s status as a qualified patient or

caregiver with a valid identification card; • Have the individual agree not to distribute cannabis to non-patients; • Have the individual agree not to use the cannabis for other than medical purposes; • Maintain membership records on site or have them reasonably available; • Track when members’ medical cannabis recommendation and/or identification

card expires; • Enforce conditions of membership by excluding members whose identification

card or physician recommendation is invalid or has expired, or who are caught diverting cannabis for non-medical use;

• Refuse to transfer medical cannabis to any person or entity, even if legally qualified, if there is reason to believe such person or entity is using cannabis for non-medical reasons or is likely to divert such medical cannabis to persons or entities unauthorized to possess it under state law; and

• Monitor transactions and program controls to prevent a patient and/or caregiver from purchasing more than the legal amount of cannabis that a patient may receive in a month.

Having strict guidelines and policies in place to prevent diversion is important. Our supply chain tracking system follows every plant from seedling to sale, so we can verify the destination of every product Compassionate Care manufactures and sells. This system allows us to:

• Prevent shrinkage within the cultivation facility, whereby plants are stolen, since each plant has a barcode and if it is missing we will know that a serial number is unaccounted for;

• Compare average yields of plants, whereby if plants in particular areas are yielding less end product we can alert Security to a possible concern; and

• Require the shipping and receiving department to obtain delivery confirmations for each product delivered, and log that information with our record keeping system.

Furthermore, all patient care center sale transactions will be done through a point-of-sale cashiering system, and excess inventory will be securely stored in vaults compliant with 21 CFR 1301.72.

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Measure1Responsecont’d

Since regular inventory and supply chain tracking is crucial topreventing diversion to non-medical recipients, inventory will be manually performed every day in the patient care center by two background-checked employees to verify the accuracy of our computerized inventory management system. Manual inventory will also be performed in our cultivation facility on at least a monthly basis to ensure all products, byproducts, and discarded items in our operations are accounted for. All information pertaining to production, transferring, sales, and patients will be securely kept for a period of at least 7 years and be available for review by the State of New Jersey as required by law. Compassionate Care believes that by having strict guidelines aimed at preventing diversion, and creating an inventory tracking system that allows us to follow each plant from seedling to sale, we will be able to create a closed loop system where cannabis does not end up in the possession of a non-medical user.

Recordkeeping and Security

Compassionate Care plans to create and preserve adequate and proper documentation of all of its activities through designated recordkeeping systems to support operational needs, allow for accountability, and comply with the State of New Jersey’s requirements. Our record keeping and software system will be designed and managed by our Information Technology (“IT”) Department. Our IT Director will make sure all data and information are highly secure and backed up in real time, several times throughout the day. Data will not only be backed up to private servers but also to an off-site, highly secure server location to prevent a disaster from compromising Compassionate Care’s database and recordkeeping. At a minimum, Compassionate Care will maintain a database that:

• Tracks all clients using their state medical cannabis identification card number; • Anonymizes and secures patient and confidential records in an encrypted database

to comply with HIPAA, New Jersey identity laws, and other applicable laws; • Tracks all products manufactured, sold, and the frequency of such sales; • Maintains records for the total number of patients affiliated with Compassionate

Care, along with their location, local jurisdiction permit number, and all affiliated business license numbers.

Compassionate Care will limit access to our network and web portal using not only network passwords, but also by restricting IP addresses and MAC addresses to a specific computer. The system will be designed to deny access to users not authorized to view certain documentation and protect the privacy of confidential information. Certain confidential documents will have file open passwords to add an additional layer of security. Whenever possible the use of third party email, web, and data servers will be avoided. Compassionate Care will provide training to internal and external users on these procedures. We have developed an HIPAA manual and training program. Appendix G: Operations Plan

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Measure1Responsecont’d

To meet the requirements set forth by the State of New Jersey and to meet the business needs of Compassionate Care, an enterprise level application will be developed. The system will have many users with corresponding access levels that fit into four basic groups.

• External Customers (many) • Internal Customers (many) • External Administrator (few) • Internal Administrators (few)

Customers have very limited access and administrators will have more expansive access to our systems. Outside vendors and patients are described as external customers with the lowest access level assignment. Compassionate Care’s various departments and employees are described as internal customers, with the second lowest access level. The State of New Jersey, our third party lab testing service, and other regulatory bodies will be defined as external Administrators. They will be given sufficient access to meet the requirements set out in the Compassionate Use Medical Marijuana Act and associated rules. Internal Administrators include the Board of Directors and department heads, and these will be given the highest level of access. Passwords will be changed frequently and access levels reassigned as necessary. The system will manage a master database through modules defined for a specific reporting purpose. One module may track the one-plant flow system that discloses the stage and destination of all plants from clone or seed to final product. Unique tracking, testing, barcodes, labeling, and packaging will greatly reduce the risk of diversion to other markets and counterfeiting of the Compassionate Care brand. The one-plant flow module may be used by other modules, such as a product availability forecast module. Data entry from our internal customers will be routinely updated as any status changes occur. Compassionate Care departmental directors will meet regularly to determine how system modules should be updated or if new modules need to be created. Compassionate Care will allow the State of New Jersey to have access to the cultivation facility’s books, records, accounts, inventory management system, and any and all data relevant to our permitted activities for the purpose of conducting an audit or examination. With our record keeping and software design, Compassionate Care should be able to produce records in sync with our various departments instantaneously or at least within 24 hours, in the absence of unforeseen circumstances occurring. Compassionate Care shall be prepared for quarterly financial record audits by the DHSS or other responsible state and local authorities. Appendix H: Security Plan Appendix J: The Health Insurance Portability and Accountability Act (HIPAA) Manual Appendix K: Human Resources Manual

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Measure 2: The applicant shall submit a description of its proposed program for providingcounseling and educational materials regarding methods of administration and researchstudiesonhealtheffectsofmedicinalmarijuanatoregisteredqualifyingpatientsandtheirregistered primary caregivers. The applicant shall submit a description of its historicalrelationshipwithclinicalorresearchactivities,ifpresent.

Compassionate Care embraces a patient-centered care coordination model influenced by the Agency for Healthcare Research and Quality’s (AHRQ) definition of a patient-centered medical home. In this section we give a basic overview of our care model and then describe how Compassionate Care will implement elements of this model in our clinical practice. A patient-centered medical home has the following characteristics:

• Patient-centered care • Comprehensive care • Coordinated care • Superb access to care • A systems-based approach to quality and safety

Overview

Patient-Centered Care

A medical home practice provides patient-centered care based on relationships and oriented toward the whole person. Partnering with patients and their families requires understanding and respecting each patient’s unique needs, culture, values, and preferences. The medical home practice actively supports patients in learning to manage and organize their own care at the level the patient chooses. Recognizing that patients and families are core members of the care team, medical home practices ensure that patients are fully informed partners in establishing personalized care plans. Patient-centered care requires a Clinical Care Coordinator (CCC) who is a skilled advanced practice nurse working in partnership with the patient’s primary care and/or specialty doctor.

Comprehensive Care

A medical home practice provides comprehensive care, assisting patients in meeting their physical and mental health care needs, including prevention and wellness, acute care, and chronic care. It needs to address various phases of a patient’s lifespan, including end-of-life care. Comprehensive care requires care providers to work together as a team. This team might include physicians, advanced practice nurses, physician assistants, nurses, pharmacists, nutritionists, mental health workers, social workers, educators, and care coordinators. The CCC plays a crucial role in comprehensive care. He or she must work collaboratively with an interdisciplinary team and have the broad-based knowledge and experience necessary to handle most medical needs of the patient and to resolve conflicting recommendations for care.

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Measure2Responsecont’d

Coordinated Care

A medical home practice assists patients in coordinating care across all elements of the broader health care system, including specialty care, hospitals, home health care, and community services and supports. Such coordination is particularly critical during transitions between sites of care, such as when patients are being discharged from the hospital. Medical home practices excel at building clear and open communication among patients and families, the patient’s primary care medical home, and members of the broader care team.

Superb Access to Care

A medical home practice delivers accessible services with shorter waiting times for urgent needs, enhanced in-person hours such as flexible appointment times or physician availability seven days a week, around-the-clock telephone or electronic access to a member of the care team, access for non-visit related patient needs, and alternative methods of communication such as email and telephone. Medical home practice is responsive to patients’ preferences regarding access and provides for patients with special communication needs.

A Systems-Based Approach to Quality and Safety

A medical home practice takes a systems approach to quality and safety. It employs evidence-based medicine and orients its practice to population-specific health management. Using clinical decision support tools to guide it, the systems approach shares decision making with patients and families, engaging in performance measurement and responding to patient experiences and satisfaction. Sharing robust quality and safety data and improvement activities publicly is an important marker of a system-level commitment to quality.

Implementation

Before the Visit

• Physician and patient discuss the risks and benefits of cannabis for the patient’s debilitating medical condition.

• If the physician and patient agree that cannabis may be an appropriate treatment for the patient, the physician enters the patient in the Physician Registry for Medicinal Marijuana.

• The patient registers with New Jersey MMP, designating a caregiver if so desired. • Patient obtains authorized personal identification card. • Patient and/or authorized caregiver visits Compassionate Care’s patient care

center and meets with a CCC.

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Measure2Responsecont’d

Sharing Information

One of the most important roles of the CCC is to provide information, including answering patients’ questions about a disease or its symptoms, discussing the physician’s recommendation and the patient’s decision to try medicinal cannabis, and explaining the appropriate use and methods for taking medical cannabis. Information is central to patients’ ability to manage well, but information alone is not enough. The goal in sharing information for self-management support is to ensure that patients not only understand the information but are also prepared to act on it in daily life. Telling patients what they need to know is not a guarantee that they will be able to use the information, and conveying all critical information during a short visit may not have the desired outcome if patients are not able to understand and use it. The CCC will ask patients to complete a health risk assessment (described below). We then will interpret that information to confirm the patient’s understanding of healthy patient behavior.

Setting Healthy Goals

Studies show that patients rely on professional advice in determining health goals. Collaboratively setting health improvement goals with patients is an important step in motivating healthy behaviors. Using agenda-setting tools, CCCs will introduce the collaborative process of establishing healthy goals. It is important that patients’ priorities in goal setting lead the decision about which goals are established. By achieving small successes toward a goal that is important to them, patients will enhance their confidence and sense of control in managing their illness, and this will pave the way to achieving goals in other areas.

Goal Setting, Action Planning, and Problem Solving

Helping patients know what to do to stay healthy is important, but the goal of self-management support is to help them adopt the behaviors that will keep them healthy over time. Motivating and coaching healthy behaviors is one method of supporting self-management that can be done very effectively by CCCs. Moreover, for patients with chronic conditions requiring medical cannabis, while setting health goals with their doctor is an important step, few achieve their goals without more specific planning. Additional behavior change coaching is needed to develop patient confidence in reaching goals. Trained CCCs can effectively work with patients to define their action plans. With practice, tasks required to support patients and families—such as making a specific plan of action, anticipating barriers, and connecting them with community resources—can be the responsibility of members of the care team other than the physician, often with equivalent results.

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Patient Education and Skill Building

Patients and families need clear information to understand the signs and symptoms of the disease(s) and treatments, and training to build the skills to monitor clinical indicators such as wasting, nausea, and intraocular eye pressure. This clinical content distinguishes self-management education from self-management support, which helps people make behavior changes and sustain them over time. CCCs with appropriate training can provide self-management education. Primary care teams may have difficulty finding time and appropriate staff to provide patient education sessions in the course of an office visit. CCCs will provide just the right information in response to patient needs or questions, increasing the patient’s understanding and skills incrementally. For in-depth education, CCCs will refer patients to community programs offered by public health entities or hospitals that are an underused resource. Psychosocial and emotional stressors, as well as physical symptoms, should be considered in these programs.

Patient Engagement in the Collaborative Care Process

• Patient arrives and registers at Compassionate Care and is greeted by reception staff for his/her scheduled or unscheduled appointment. Patient provides NJ Medical Marijuana identification card and secondary form of identification.

• Reception staff use “warm handoff” introductions and explain CCC team member role to patient.

• The CCC welcomes patient, escorts him/her to consultation room, and guides the patient through an intake questionnaire covering information we are required to report to the Department, such as patient demographics, intractable medical condition, and the current severity of the patient’s pain and other symptoms.

• The CCC then explains that Compassionate Care wishes to collect additional data for research and quality improvement purposes and requests the patient consent to participation in a voluntary new patient Health Risk Assessment (HRA; contents discussed below).

• The CCC reviews the patient’s request for medical cannabis to evaluate its appropriateness and make alternative treatment suggestions if deemed necessary. If patient consents, CCC will immediately contact patient’s primary or specialty care provider to suggest an alternative treatment plan if medical cannabis does not appear to be clinically indicated.

• The CCC and patient review goals to improve patient health and help them make action plans that build confidence in their ability to reach these goals.

• The CCC uses patient education materials to provide learning and support for the patient.

• The CCC uses “ask-tell-ask” to provide just the right information at just the right time and “close the loop” to ensure patient knows how to use the information.

• The CCC collects feedback to prepare a personal home care plan that includes goals and action plans to ensure patient and family know what to do when they leave the visit.

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After the Visit

Ongoing Follow-Up

Sustaining healthy behaviors requires courage and tenacity, most often involving small, incremental changes that build over time into bigger successes. Even the best plans of action require adjustment to work effectively. Certain strains of medical cannabis may produce side effects or not produce the desired effect, requiring further support and explanation or alterations to make the plan workable. For all of these reasons, making regular contact with patients after each visit or change in treatment is central to sustaining positive change. By utilizing patient experience assessment and reporting tools, we will engage the voice of all patients throughout the continuum of care.

Patient Experience Measurement and Outcomes Evaluation

• Every three months, or as clinically indicated, a CCC will repeat symptom severity assessments to monitor changes from baseline in patient’s pain and other symptoms

• Compassionate Care has selected a state-of-the-art survey collection tool to obtain additional patient experience feedback and patient reported outcomes that will enable further quality measurement, continuous improvement, and comparative effectiveness evaluations.

• The CCCs will organize follow-up support to help patient sustain healthy behaviors between visits.

• The CCCs will extend care into the community by linking patient to community programs.

Measure3:Theapplicantshallprovideanacceptablesafetyandsecurityplan,includingstaffingand site, and a detailed description of proposed security and safety measures whichdemonstratecompliancewiththeRulesRelatedtotheMedicinalMarijuanaProgram.

The patient care facility will be a fully secured building, equipped with perimeter fencing, on-site employee and patient parking, sufficient area lighting, surveillance, electronic keycard access, on-site and parking lot security personnel, and alarms. Employees will be fully trained on security procedures and Compassionate Care will conduct periodic safety and training drills. Our Security Plan provides details as to specific proposed security and safety measures that demonstrate compliance with the Rules Related to the Medicinal Marijuana Program. Appendix H: Security Plan

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Measure 4: If the applicant proposes to cultivate and dispense at two separate physicallocations,theapplicantshallprovideanacceptabledeliveryreceiptplan,includingmeasuresto ensure sanitary medicinal standards, security and inventory control, for the receipt ofmedicinal marijuana from the cultivation site by ATC staff at the dispensing site. ThedeliveryreceiptplanshalldemonstratecompliancewiththeRulesRelatedtotheMedicinalMarijuanaProgram.

Delivery from cultivation facility to patient care center will be secure. The inventory control plan is provided in the Security Plan. Appendix H: Security Plan

Measure5:TheapplicantshallsubmitadescriptionofitsMedicalAdvisoryBoard,includingby‐laws, setting forth the names and expertise of its members and describing how it willfunctionwithintheorganizationalstructureoftheATC,consistentwiththeRulesRelatedtotheMedicinalMarijuanaProgram.Forpurposesofthisrequirement,itisnotnecessaryforthe applicant to provide the name of the Medical Advisory Board member who is aregisteredqualifyingpatient.

The Medical Advisory Board will be made up of physicians, nurses, other licensed healthcare providers, community members, and patients. We have recruited a number of prestigious physicians and PhDs to serve on the Board. Many of our Board Advisors are affiliated with one or more acute care general hospitals located in and around our patient care center area. If we are granted a permit, we will ask the New Jersey State Nurses Association to nominate nurses to the Board. As patients are enrolled and develop experience we will recruit patients to the Board. Once we have finalized the locations for our patient care centers we will recruit local community members to the Board as well. Our bylaws will require that the Medical Advisory Board include at least two residents of the community and one active medical cannabis patient. The duties of the Board will include but not be limited to:

• Setting protocols for the patient care centers, • Monitoring and modifying the patient care center treatment protocols as needed, • Assisting in directing and monitoring research on the clinical effectiveness and

safety of cannabis, and • Providing educational outreach to other providers on the use of the drug.

The members of the Board and their credentials are as follows:

1. T. Patrick Hill, Ph.D. is Senior Policy Fellow, Edward J. Bloustein School of Planning and Public Policy, Rutgers; Clinical Research Ethics Consultant, The Cancer Institute of New Jersey; and Clinical Ethics Consultant, The Neonatology Division UMDNJ-Robert Wood Johnson Medical School. Dr. Hill was asked to join the Board for his expertise in biomedical ethics.

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2. Ronald Librizzi, DO is Chief of Maternal-Fetal Medicine and Clinical Associate Professor at Thomas Jefferson University School of Medicine and Chief of Maternal-Fetal Medicine at Virtual Health System in New Jersey. Dr. Librizzi is Chair of the Osteopathic Board of Obstetrics and Gynecology and a past President of the American College of Obstetrics and Gynecology. He serves the state as a commissioner on the New Jersey Mandated Health Care Advisory Commission. Dr. Librizzi was asked to serve on the Board for his knowledge of issues concerning pregnancy, women’s health issues, and health care in New Jersey.

3. Suzanne M Miller, PhD is Professor at Fox Chase Cancer Center where she is the Director of the Psychosocial and Biobehavioral Medicine Program, Director of the Behavioral Center of Excellence in Breast Cancer, Director of the Intervention Development and Measurement Core of the Cancer Information Service Research Consortium, and Director of the Behavioral Research Facility Dr. Miller has been asked to join the Board for her expertise in cancer, the psychosocial dynamics of patient care, and research.

4. Christopher Olivia is the President of West Penn Allegheny Health System and the former President of Cooper University Health System in Camden. He is also a Professor at the University of Pennsylvania’s Wharton School. Dr. Olivia has been recognized as one of the nation’s 50 most powerful physician executives by Modern Healthcare and Modern Physician magazines. Dr. Olivia has been asked to join the Board because of his specific experience in serving the indigent population of New Jersey. His specialty is ophthalmology.

5. Alfred F. Tallia, MD, MPH is Professor and Chair, Department of Family Medicine and Community Health at the Robert Wood Johnson Medical School, University of Medicine and Dentistry of New Jersey. Dr. Tallia was asked to join the Board for his expertise in family medicine and in physician education.

Measure6:Theapplicantshallsubmitaplantotrackandanalyzedataincludingbutnotlimitedtopatientoutcome,utilizationandtrends.

The success of Compassionate Care’s patient-centered “medical home” care model is predicated on the ongoing collection and analysis of patient data (for description of the medical home model see response to Criterion 4, Measure 2, Part 1). We have asked several well respected medical researchers to be on our Board and on our Medical Advisory Board. From these groups we will form a Research Committee to direct our research.

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In the initial phase of our operations, we will choose three strains of cannabis to cultivate based upon our knowledge and our assumptions about the patient population that will be seeking care. It is impossible to forecast which types of eligible patients will actually elect to enter our program, and currently there is no adequate scientific literature documenting how different strains affect different classes of patients. Most of what is known about medical cannabis can be characterized as craft knowledge based on individual practitioners’ experience and not systematic studies. It is central to our mission that we will develop a more scientific knowledge base, which we will use to refine our practice and better educate our patients, their physicians, the wider medical community, regulators, and the public. To generate the necessary data for this enhanced knowledge base, Compassionate Care will follow the rigorous data collection protocols described below.

Data Collection Protocols

Level 1 – Data Collection: Routine Record Keeping (applies to all patients)

Upon enrollment, patients and caregivers will be issued a Registry Identification (“ID”) Card with a unique Registry ID number (“RIN”). Compassionate Care will use the RIN to track an individual’s visits and transactions at our patient care center. In order to comply with the ATC reporting requirements, we will, at the time of registration, conduct baseline symptom severity assessments and collect data on patient demographics, the patient’s debilitating medical condition, and such other information as the Department may require. All purchases made by a patient or the patient’s caregiver will be identified by using the qualifying patient’s RIN. Whenever a patient or caregiver has a CCC encounter or initiates a transaction in our patient care center, our personnel will review the patient’s transaction history, including the date of prior purchases, the cannabis strains purchased, the forms of cannabis purchased (dried leaves and flowers, lozenges, or topical formulations), the amount of cannabis purchased, and the patient’s current purchase eligibility limit (a patient may purchase no more than two ounces of usable marijuana in a 30-day period). Details of new transactions will be documented at the time of sale, and the patient’s transaction history will be immediately updated. Pain and other symptom severity measures will be repeated at a minimum of every three months. Using these routine records, we will develop a comprehensive basic knowledge of the products patients are using for different conditions, the forms and amounts of cannabis they are consuming, and the kinds of clinical outcomes they are experiencing. Based on these analyses, our clinicians will have a better foundation for making recommendations to patients as to how they should use the product depending on their underlying disease and symptoms. These data will also help us to identify those strains which might be contra-indicated for certain conditions or which present larger safety concerns.

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Level 2 – Ongoing Clinical Evaluation (applies to consenting patients)

At their first visit to the patient care center and periodically afterwards, all patients will be asked to consent to participate in additional data collection beyond that required by the MMP. With the patient’s consent, we will collect a brief medical history including current and prior pharmaceutical treatments and a summary of his or her current (or “baseline”) medical conditions. Thereafter we will collect patient experience data using our survey technology and join this with the patient’s consumption history. By systematically gathering patient self-reports on the risks, benefits, and overall efficacy of the product, as well as assessments of our service and educational efforts, we will be able to do more in-depth analysis of different strains’ comparative effectiveness and more intensive continuing quality improvement of our products and services.

Level 3 – Special, In-depth Clinical Research Partnerships with Clinicians and Other Researchers

In addition to collecting the data just described, we will also seek out partners to conduct more detailed clinical investigations of medical cannabis. We anticipate conducting studies where, with patient consent, we will collect complete medical history and prior treatment data from the patient’s medical records, and we will also collect clinical assessments of the effects of cannabis. This will give us access to patient outcome data beyond patient self-reports and enable more rigorous analyses of the risks and benefits of cannabis for different types of patients. Drawing on the networks of our Board of Directors and Medical Advisory Board, we will recruit specialists to explore in depth the therapeutic effects of cannabis for special populations, such as children or pregnant women, or for particular conditions, such as Crohns disease or end-stage cancer.

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CRITERION5‐CULTIVATIONSPECIFICCONSIDERATIONS

Measure1:Theapplicantshallprovideanacceptablesafetyandsecurityplan,includingstaffingand a detailed description of proposed security and safety measures which demonstratecompliancewithRulesRelatedtotheMedicinalMarijuanaProgram.SupportingdocumentsshouldbeincludedasAppendixH.I. ThedescriptionshallincludeadetailedfloorplanfortheATCcultivationsite,which

indicates location anddesign standards and performance specifications of securitydevicestobeutilized.

II. The applicant shall provide a plan to involve and coordinate with local lawenforcement authorities on security and safety issues, and identify the lawenforcementofficialscontactedduringthedevelopmentofthisplan.

III. If the applicant proposes to cultivate and dispense at two separate physicallocations,theapplicantshallprovideanacceptabledeliveryplan,includingmeasuresto ensure sanitary medicinal standards, security and inventory control, for thedeliveryofmedicinalmarijuanafromthecultivationsitetothedispensingsite.ThedeliveryplanshalldemonstratecompliancewiththeRulesRelatedtotheMedicinalMarijuanaProgram.

IV. All responsesshallbeutilized for internalDepartment reviewonlyandshallnotbeavailableforpubliccommentorreview.

Compassionate Care understands that our most important assets are our patients and employees, and our overriding responsibility is to provide for their safety and security. We have consulted with Dunbar, a leading nation-wide security company, and with other security experts, to make sure our security plan considers all possible threats while utilizing today’s most up-to-date technology to counteract them. We have developed a plan that meets or exceeds current standards for policing and securing the type of facility we will be operating. We have divided our security plan into two components: Cultivation Facility Security and Operational Security. The key elements of cultivation facility security are:

• Physical inaccessibility of the site (fenced with limited ingress) and optimal lighting;

• Around-the-clock protection and surveillance by armed security personnel; • Comprehensive video surveillance, monitored both on site and remotely; • Tight access control, both to the facility and to the various areas within it, through

keycard and password restriction; • Electronic intrusion detection; alarms, both silent and audible; panic buttons; and • Immediate, selective or total lockdown capability.

Key elements of operational security are:

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• Strict control of production and comprehensive tracking of all products in all stages of production, including excess, returned, of substandard product destined for destruction rather than sale;

• Armored car delivery to dispensary; • Transactional security, including cashless operations at the cultivating facility; • Comprehensive IT security; • Strict access control for guests, media, and other visitors; • Thorough vetting of employees and contractors, including extensive background

checks and probationary evaluation; and • Comprehensive and ongoing training of all staff in both routine and extraordinary

security procedures, emergency response procedures, and disaster preparedness.

Appendix H: Security Plan

Measure2:Theapplicantshallprovideadescriptionoftheenclosed,lockedfacilitythatwouldbe used in the cultivation of medicinal marijuana, including steps to ensure that themedicinalmarijuanaproductionshallnotbevisiblefromthestreetorotherpublicareas.

Iftheenclosedsiteisagreenhouse,identifymaterialsusedinconstructionofpanels.Glass,fiberglass, metal, or polycarbonate panels shall be used in construction of the facility;polyethylenefilmisnotpermissible.Describewindowandventcovers.

The masonry-constructed building is 127,564 square feet, on a lot of approximately 5 acres. The building is constructed of steel and concrete block. The 12" thick exterior perimeter walls provide a solid base for security. All windows will be fitted with steel grates for security. The remainder of the building has no windows, and the exterior doors have no external access—they exist for egress purposes only. These doors have mechanisms only for exiting the facility, with no exterior handles or hinges. If an intruder tried to enter the facility, he would not be able to use the doors as an entry point. Since the only windows will be fitted with steel grates and there are no doors for exterior entry, potential intruders would have great difficulty gaining unauthorized access. Limiting the access through these existing design elements deters and reduces the likelihood of unwanted intrusion. The entire facility is to be fenced off, and all parties entering the grounds will need to go through a security gate. This also greatly reduces the likelihood of unauthorized access.

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Measure3:Theapplicantshalldemonstrateanabilitytoprovideasteadysupplyofmedicinalmarijuanatoregisteredqualifyingpatients.

Measure3‐I:Theapplicantshallprovideastart‐uptimetablewhichprovidesanestimatedtime

from issuanceofanauthorization foroperation to limitedoperations to full operation,aswellasthebasisfortheseestimates.

The planned startup timeline for our cultivation facility is summarized in the following table showing the dates of the most significant construction and horticultural milestones. Upon award of an ATC permit, Compassionate Care is prepared to immediately begin construction planning and we expect to have construction complete by July 29. The General Contractor will complete the primary growing areas first, so that horticultural activities can begin while construction in other areas is ongoing. We will start growing in the facility on May 27, we expect first harvest on August 1, and product will be available for sale by August 15. The dates shown here are subject to change based on factors such as unexpected shortages of construction materials, permitting and zoning delays.

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Month Day Construction Milestone Horticultural Milestone

22

Construction commences: mobilization of construction crews, tools, machinery and

equipment; review and finalization of specifications and prints

March

28

Begin building preparation: obtain construction permits; order and release of

specified construction materials and equipment

4 Layout of wall panel system, electrical work and mechanical work

11

Begin build out of flowering rooms including wall and ceiling panels, electrical work, mechanical work, sprinkler system,

and doors

April

27

Flowering room wall and ceiling panels complete. Electrical and mechanical to

work in conjunction with same time schedule. Concrete floor finishing,

installation of bumper, pipe guards and Frasier racks

Begin growing May

30 Begin build out of non-flowering room

process areas, exterior doors, docks, and dock levelers

1 Start mother plants.

Move production plant to vegetative cycle

15 Move production plants to flowering cycle

20 Begin build out of office (employee) areas including lockers, bathrooms and cabinetry

June

29 Start alternating month cycle

15 Completion of build out in all areas 18 Final touch up July

29 Completion of all construction work 1 Harvest first crop

15 First product available for sale August

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Measure 3‐II: The applicant shall describe its knowledge of (and experience with) organicgrowing practices or agricultural growing practices to be used in their cultivation ofmedicinalmarijuana.

The Organic Foods Production Act of 1990 prohibits the following production practices and materials. Compassionate Care will make every effort to use products that are compliant with the intent of these regulations.

Prohibited crop production practices and materials

• Seed, Seedlings, and Planting Practices. For a farm to be certified under this chapter, producers on such farm shall not apply materials to, or engage in practices on, seeds or seedlings that are contrary to, or inconsistent with, the applicable organic certification program.

• Soil Amendments. For a farm to be certified under this chapter, producers on such farm shall not:

o Use any fertilizers containing synthetic ingredients or any commercially blended fertilizers containing materials prohibited under this chapter or under the applicable State organic certification program; or

o Use as a source of nitrogen: phosphorous, lime, potash, or any materials that are inconsistent with the applicable organic certification program.

• Crop Management. For a farm to be certified under this chapter, producers on such farm shall not:

o Use natural poisons such as arsenic or lead salts that have long-term effects and persist in the environment, as determined by the applicable governing State official or the Secretary;

o Use plastic mulches, unless such mulches are removed at the end of each growing or harvest season; or

o Use transplants that are treated with any synthetic or prohibited material. Title 7, Part 205 of the National Organics Program prohibits the following substances, methods, and ingredients in organic production and handling. Compassionate Care will make every effort to use products that are compliant with the intent of these regulations. To be sold or labeled as “100 percent organic,” “organic,” or “made with organic (specified ingredients or food group(s)),” the product must be produced and handled without the use of:

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• Synthetic substances and ingredients, except as provided in §205.601 or §205.603; • Nonsynthetic substances prohibited in §205.602 or §205.604; • Nonagricultural substances used in or on processed products, except as otherwise

provided in §205.605; • Nonorganic agricultural substances used in or on processed products, except as

otherwise provided in §205.606; • Excluded methods, except for vaccines: provided that the vaccines are approved in

accordance with §205.600(a); • Ionizing radiation, as described in Food and Drug Administration regulation, 21

CFR 179.26; and • Sewage sludge.

Hydroponics vs. Organics

Compassionate Care will be using efficient hydroponic cultivation techniques to produce high quality medical cannabis for New Jersey’s patients. Considerable debate surrounds the value of organic versus hydroponic cultivation methods. When weighing the pros and cons of the two cultivation methods it is important to recognize the reasons that organically grown products are gaining popularity. Consumers want products that are not tainted by hazardous chemicals or poisons and that do not harm our fragile ecosystems. Fundamental principles of organic cultivation are:

• Avoiding chemical pesticides through the use of natural pest control measures, • Caring for soil through composting and erosion control, and • Moderation of nutrient application.

Compassionate Care’s efficient hydroponic cultivation processes are in alignment with these principles.

• Compassionate Care will avoid chemical pesticides through a holistic approach to pest management that emphasizes preventative measures;

• Compassionate Care will use soil-less hydroponics and will incinerate all unused plant material under a limited-waste policy;

• Compassionate Care will adhere to strict nutrient schedules and will utilize highly efficient nutrient dosing technologies to minimize, if not eliminate, nutrient waste.

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Through efficient hydroponic processes and the use of pure hydroponic nutrients Compassionate Care will be able to minimize use of substances that would not be allowed by the Organic Foods Production Act of 1990, by the regulations in Title 7, Part 205 of the Code of Federal Regulations, or by the National Organic Program. Through detailed product safety and laboratory testing protocols (described in our Product Safety Plan) Compassionate Care will ensure that all products are free of harmful yeasts, molds, bacteria, and chemical residues. These measures will produce a product far superior to organic standards—one that is cleaner, safer, and greener. Appendix P: Environmental Plan Appendix M: Hydroponic Design Appendix N: Product Safety Plan

Measure 3‐III: The applicant shall describe its quality control programand steps thatwill betaken to ensure the quality of the medicinal marijuana, including purity, potency andconsistencyofdose.

Quality control and product safety are vitally important components of the medical cannabis industry because patients with compromised immune systems often utilize medical cannabis to improve their condition. As such, the medicine must be safe and free of contaminants to prevent further complications to patients with already weakened health. Too often medical cannabis contains mold, bacteria, pesticides, or other harmful substances. This can be attributed to the lack of lab testing and quality assurance when distributing cannabis. To address this concern, Compassionate Care has teamed up with a leading national laboratory specializing in cannabis science. We are committed to providing clean, safe, and effective cannabis to patients in need. Compassionate Care will test at least 8 different times along the plant production process before a medical cannabis patient ever receives one of our products. The testing results and data will be clearly labeled on our packaging so every patient knows that their medicine is safe for consumption. Additionally, we will abide by strict product safety and testing standards that currently do not exist in the emerging cannabis industry. There are no state or federal guidelines defining acceptable levels of chemical or biological residues for cannabis. Moreover, there are no state or federal guidelines regarding appropriate analytical methods for detecting these residues in or on cannabis medicines. We see this lack of official industry requirements and protocols as a unique opportunity to self-impose these standards, to not only represent our industry well but to ensure patient safety and medical efficacy. Compassionate Care will, with the help of the highly-qualified scientists at the laboratory, self-impose product safety and testing protocols that will ensure all products produced by the proposed facility will be of known potency and free of chemical and biological contaminants. These protocols will produce a level of quality control far superior to existing industry standards.

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The quality control process involves the examination of products and processes for certain minimum levels of quality. The goal of the quality control team is to identify products, or the processes used to develop products, that do not meet specified standards of quality. If a problem is identified, the job of the quality control team may involve stopping production temporarily and/or recalling finished products. Compassionate Care has an effective and environmentally sensitive approach to mold, disease, pests, and heavy metal management that emphasizes prevention, observation, and intervention. Compassionate Care will employ this strategy to manage these problems in a manner that meets Organic Foods Production Act standards, while minimizing the use of pesticides to reduce potential hazards for human, wildlife, and ecosystem health. Appendix N: Product Safety Plan

Measure3‐IV:Theapplicantshalldescribe:• Methods to ensure that seed production and/or hybridization is prevented during

cultivationofmedicinalmarijuana• Methodsoftestingforthepresenceofmold,bacteriaorothercontaminants• Proceduresforroutinescoutingofinsectandplantdiseaseconditions• Methodstocontrol insectpeststhatdonotincludetheapplicationofpesticidesduring

cultivation of medicinal marijuana, in accordance with the Rules Related to theMedicinalMarijuanaProgram

• Procedures for proper sanitation practices tominimize plant disease, and to promptlydisposeofdiseasedplantmaterialinasecureddisposalarea

• Methods for utilization of fans and cooling systems to maintain airflow patternssufficienttopreventorminimizeplantdiseaseandinsectinfestation.

• Methods to keep environment free from floweringmale plants to ensure that femaleplantsarenotpollinatedandseedproductionand/orhybridizationisprevented

• Recordkeepingofanyculturalmeasuresusedforplantpestordiseasecontrol,includingdisposalofculledplants

• The various strains of marijuana to be dispensed, and the form(s) in which it will bedispensed

• Recordkeepingforeachpackagebylot,labelandbarcode• Areasecurity• Packagingandlabelingrequirements• Methodsofprocessinginasafeandsanitarymanner

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METHODSTOENSURETHATSEEDPRODUCTIONAND/ORHYBRIDIZATIONISPREVENTEDDURINGCULTIVATIONOFMEDICINALMARIJUANA

Unwanted seed production and strain hybridization will be prevented by proper facility design and maintenance. The proposed facility consists of sealed cultivation rooms that do not allow exchange of micro-size particles such as pollen. A Class 10 clean room will be present before entering the cultivation rooms of the facility to ensure that unwanted elements do not enter the facility. Staff will be required to wear clean suits and pass through a decontaminating air shower to eliminate or prevent pests and pollen from entering the cultivation rooms via staff clothing. Temperature, air flow, and humidity will be controlled by a state-of-the-art environmental control system that eliminates the exchange of outside air. HEPA filters and activated carbon air scrubbers further reduce the possibility of pollen entering the cultivation facility and pollinating flowering plants. Pollination of female plants will be further mitigated through the use of feminized seeds during the initial startup phases of the project. Feminized seeds are cannabis seeds that have been bred multiple times to create seeds that predominately produce female plants. Feminized seeds will ensure that few, if any, male plants exist within the cultivation facility. Male plants generally can only develop if non-feminized seeds are used. Compassionate Care will create parent plants from germinated feminized seeds and use cloning processes to effectively produce a large amount of new plants that share the exact same genetic characteristics as their parent. Any male plants identified in the cultivation areas will be promptly removed and incinerated, thereby minimizing, if not eliminating, the potential for pollination of flowering female plants. Preservation of male plants is not necessary since breeding of different genetic strains is not planned at the proposed facility. Appendix N: Product Safety Plan

METHODSOFTESTINGFORTHEPRESENCEOFMOLD,BACTERIAOROTHERCONTAMINANTS

Compassionate Care has engaged a leading national laboratory as a third-party laboratory-testing firm to develop an integrated monitoring program that ensures, to the greatest extent possible, that results are truly representative of real-world conditions with negligible artifacts due to sample collection and processing. Our laboratory will define when and where samples should be taken, what tests should be run, and how results should be interpreted. This is the next step in cannabis science and beyond the scope of what is typically offered in the market today. Laboratory testing is a critical part of the quality assurance plan for the proposed facility. Testing will be performed by our laboratory and will focus on three basic goals: 1) ensuring product safety, 2) optimizing horticulture practices, and 3) research and development of new products. Ensuring product safety will be the priority for laboratory testing. The protocols for that process include:

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• Developing a sampling strategy • Sample collection • Environmental sampling • Laboratory analysis • Adjusting testing processes • Adjusting safety standards

The effectiveness of the product safety protocols outlined here is dependent on the staff members who carry them out on a regular basis. Compassionate Care will, therefore, hold regular training programs to educate staff on the importance of these protocols. Staff will be trained to identify molds, yeasts, bacteria, pests, and irregular growth patterns. Plants identified by staff as having one or more of these issues will be flagged for further inspection by laboratory personnel. Appendix I: Employee Training Manual Appendix N: Product Safety Plan

PROCEDURESFORROUTINESCOUTINGOFINSECTANDPLANTDISEASECONDITIONS

Close observation is critical to the safety of our products. While Compassionate Care’s facility and procedures will be designed in a way to prevent pests and contaminants, examination of our products and environments is essential to detect and quarantine problems early on before they spread. Close observation will limit the need for extreme intervention measures later. Some of the most common pests, molds, and diseases, which Compassionate Care’s staff will be trained to detect early on and to combat using appropriate intervention measures, are:

• Spider Mites • Aphids • White Flies • Powdery Mildew • Damping-off and Root Rot • Bud Rot • Mildew and Rust

More information on these pests, molds, and diseases, including pictures, is contained in our Product Safety Plan. Appendix N: Product Safety Plan

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METHODSTOCONTROLINSECTPESTSTHATDONOTINCLUDETHEAPPLICATIONOFPESTICIDESDURINGCULTIVATION

OFMEDICINALMARIJUANA,INACCORDANCEWITHTHERULESRELATEDTOTHEMEDICINALMARIJUANAPROGRAM

Even though Compassionate Care’s facility and operations are designed to prevent harmful organisms from entering the facility, we realize that at some point these problems will occur and intervention will become necessary. Compassionate Care’s first priority in intervention is to remediate as many compromised plants as possible. This is to be accomplished while still upholding our product safety standards, and if there is ever a decision or tradeoff between patient health and minimizing plant loss, Compassionate Care will always put patient safety first. In the event of any type of infestation, Compassionate Care will preferentially use organic-based pesticides and fungicides to control an invading population or disease infestation. While our first solution is always preventative, in the event that pests and diseases do occur, our Product Safety Plan includes:

• General procedures for handling common pests, molds, and diseases; • Policies for minimizing pesticides use; and • Alternative intervention methods including CO2 overdose and Radionics.

General Procedures for Handling Common Pests, Molds, and Diseases

Our Product Safety Plan includes general procedures for handling the most common pests, molds, and diseases discussed previously. The general approach to all intervention methods is to use the least toxic (i.e., most organic) approaches first. More aggressive measures will be taken only after initial approaches have proven unsuccessful. Consideration of the cultivation cycle will also be given when deciding on a mitigation approach so that potentially harmful residues have time to degrade to acceptable levels before products are distributed. Finally, Compassionate Care will seek alternative measures to using pesticides, fungicides, and insecticides to remediate pests and contaminants and will continuously develop safer and more effective mitigation measures.

Policies for Minimizing Pesticides

Compassionate Care is committed to minimizing the usage of pesticides. If pesticides are used, plants absorb them during the cultivation process. In turn, they enter the human body after a patient consumes the final product. Repeated exposure to unknown chemical poisons is known to build toxic levels in a consumer’s system. There have been instances where usage of harmful pesticides in cannabis plants have caused serious health problems or even death. Because patients often consume cannabis every day for many years, there is a substantial threat of health complications through repeated exposure to toxic pesticides. Compassionate Care is well aware of the potential health hazards created through administration of pesticides, and is committed to minimizing these health risks.

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Under Compassionate Care’s comprehensive product safety strategy highlighted in this Section, intervention measures that include pesticide application will be implemented only after all preventative measures have proven unsuccessful and application of pesticides is deemed absolutely necessary. Under such conditions, botanically-based (i.e., organically-derived) products will be preferentially used. These formulations are far less toxic and pose less risk to humans, wildlife, and the environment than their synthetic counterparts. Attention will be given to the environmental persistence of any pesticide used and the growth stage of the plants on which they will be used so that residual levels in finished products will be below levels of concern for human and wildlife health.

Alternative Remediation Methods

Compassionate Care will continue to explore innovative and alternative ways of remediation. As the first course of action is always preventative, alternative methods will be explored to avoid the use of chemicals. Two of these alternative methods include Controlled CO2 overdose and Radionics.

PROCEDURESFORPROPERSANITATIONPRACTICESTOMINIMIZEPLANTDISEASE,ANDTOPROMPTLYDISPOSEOF

DISEASEDPLANTMATERIALINASECUREDDISPOSALAREA

Compassionate Care seeks to create clean room standards that parallel the protocols used in a scientific laboratory. All departments within the Compassionate Care facility will have individual clean room standards that are tailored to department-specific vulnerabilities and day-to-day responsibilities, and there will be one central clean room that ensures no outside hazards are brought into our facility. The clean room is a highly controlled area that limits the level of environmental pollutants such as dust, airborne microbes, aerosol particles, and chemical vapors. Our on-site laboratory will routinely monitor the clean room as well as other areas of the facility to make sure the number of particles per cubic meter remains at levels that are safe and acceptable by our clean room standards. While access to our facility will be limited, individuals that do need to enter will be briefed to understand that we manufacture products used as medicine, and that everyone must follow our clean room protocols accordingly. After passing security clearances required for entry, staff will enter and exit a central clean room through airlocked doors. There is a mandatory requirement for any individual entering our facility to wear:

• Company clean suits; • Hairnets and beard nets (if necessary); • New disposable gloves; • Company clean shoes or non-slip shoe coverings; and • Facemasks, which may be required in certain circumstances.

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Additionally, all personal items must be stored in secure lockers. Clean room air showers are available on site. In addition to initial security clearances, individuals will undergo another clearance level just to ensure everyone is complying with Compassionate Care’s clean room protocols before entering any manufacturing areas. Cleaning is an integral part of maintaining an environment that is free of chemical and biological contaminants. Proper cleaning will be performed before build-out is initiated, after build-out is complete, and regularly throughout the production cycle. Chlorine-based cleansers are appropriate for use on all open surfaces (e.g., benches, countertops, hydroponic trays) used for cultivation or food preparation. Specific areas of the facility may require more aggressive treatments such as fumigation by propylene oxide or a similar fumigant to combat existing microbiological contamination or pests. The cultivation facility must be easy to clean and maintain. This is facilitated by

• Appropriate, durable finishes for each functional space; • Careful detailing of such features as cultivation room entrances, casework, and

finish transitions to avoid dirt-catching and hard-to-clean crevices and joints; • Adequate and appropriately located maintenance spaces; • Special materials, finishes, and details for spaces that are to be kept sterile; • Incorporation of antimicrobial surfaces.

Additionally, Compassionate Care will encourage a culture of clean hygiene and sanitary practices through training, seminars, signage, and other means, while implementing procedures such as:

• Allowing drinking, eating, and gum-chewing only allowed in designated break room areas;

• Requiring full clean room attire to be worn in the facility; • Requiring employees to cover themselves when coughing, sneezing, blowing their

noses, etc.; • Allowing minimal personal items to be brought to the facility and requiring

everything to be stored in designated locker room areas.

METHODSFORUTILIZATIONOFFANSANDCOOLINGSYSTEMSTOMAINTAINAIRFLOWPATTERNSSUFFICIENTTO

PREVENTORMINIMIZEPLANTDISEASEANDINSECTINFESTATION.

The utilization of fans and cooling systems can be effective measures of preventing and controlling plant disease and infestation through ambient air movement, temperature and humidity control.

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Ambient air movement

For every 4x8 area on the pallet racking system there will be 20 growing plants. An oscillating fan will be installed for each area to help facilitate air movement above and below the plant canopy and reduce the risk of any mold growing within the tray. This also helps the plant to become strong and hardier. The constant air circulation will take any remaining stagnant water on the bottom of the tray bed and expedite evaporation. The repetitive movement of the oscillating fans helps keep the air flowing throughout the grow area and reduce the risk of mold and mildew from forming as well as discourage pests from hanging on leaves. The air movement from the same oscillating fan will also be pushing hot air that accumulates from the light on top of the canopy, removing any hotspots and issues that may develop from that heat.

Temperature

The ideal temperature for growing cannabis is between 72 degrees and 78 degrees. The environmental control system will use high BTU's. BTU stands for British Thermal Unit, the unit of measurement that is designated for cooling. The air conditioner vents in this system will be strategically placed throughout the cultivation rooms in order to evenly distribute the cool air and prevent any hot areas from developing leading to plant stress. Each cultivation room will have a separate air conditioner to avoid contamination of pests or pollen migrating from one room to another. The system also has a series of high powered exhaust fans that will extract heat from the room, filter through activated carbon charcoal, and remove it. This will regulate temperatures, maintain them in the ideal conditions and prevent the actual ambient air temperature in the room from getting too hot.

Humidity Control

The cultivation rooms must have a relative humidity level which needs to stay 50% or below in order to prevent mold or mildew from forming on the plant's stalk, leaves, or flowers. The system will regulate these humidity levels by using either special dehumidifiers for high concentrations of humidity, or using the exhaust fans on an as needed basis to prevent the humidity from rising and any mildew or mold from forming. Appendix M: Hydroponic Design Appendix N: Product Safety Plan

METHODSTOKEEPENVIRONMENTFREEFROMFLOWERINGMALEPLANTSTOENSURETHATFEMALEPLANTSARENOT

POLLINATEDANDSEEDPRODUCTIONAND/ORHYBRIDIZATIONISPREVENTED

Measures to prevent pollination of female plants are detailed in Criterion 5, Measure 3-IV.

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RECORDKEEPINGOFANYCULTURALMEASURESUSEDFORPLANTPESTORDISEASECONTROL,INCLUDINGDISPOSALOFCULLEDPLANTS

Product safety related results (e.g., lab results, pesticide application logs, remediations, recalls, etc.) will be reported quarterly to the State of New Jersey or designee. Reports will be jointly prepared by Compassionate Care and its laboratory and will include raw data, statistical representations, and narratives. Product safety results will be reported as required to the State of New Jersey. Our laboratory will maintain a custom-tailored laboratory information management system to manage samples, from collection to reporting. All samples are given a unique serial that will link to the unique plant serial number used by Compassionate Care’s supply chain tracking system. This linkage will allow quality controls, such as product recalls, to be implemented. The various data and information generated by our laboratory will be stored remotely on a secure server that will be backed up regularly. Access to data and information will be restricted to lab personnel and Compassionate Care. Access to the raw data will be restricted to principals of our laboratory and Compassionate Care. Staff level employees will have limited access. Compassionate Care personnel will be provided with a login and password that enables them to view data and reports. In addition, Compassionate Care’s information management system will have secure access to the raw data so that customized reports can be prepared as needed from Compassionate Care’s system. Compassionate Care will keep detailed records of all intervention measures utilized. Records will indicate where and when treatments occurred along with the name and quantity of the products used. Additionally, this information will be reported to our laboratory to aid in lab analysis. By knowing which pesticides to analyze for, our laboratory can focus on developing and maintaining analytical methods that can verify the presence of the given chemicals at concentrations below levels of concern. While Compassionate Care recognizes the sensitive nature of our information and has designed a system to keep data secure and confidential, we also recognize the needs of patients and dispensaries to know about the products they are consuming. For all products that are distributed from our facility, the product safety test results will be clearly labeled on all of our packaging. A final Compassionate Care seal will be placed on all of our products so customers know the product has not been tampered with or altered.

THEVARIOUSSTRAINSOFMARIJUANATOBEDISPENSED,ANDTHEFORM(S)INWHICHITWILLBEDISPENSED

At least 85 cannabinoids have been identified in the cannabis plant. Tetrahydrocannabinol (THC), cannabidiol (CBD) and cannabinol (CBN) are the most prevalent natural cannabinoids; each has its own medicinal properties (table below). The relative amounts of these cannabinoids, in particularly the CBD:THC ratio, ultimately determine the medicinal and psychoactive properties of individual cannabis strains.

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Compassionate Care will select specific cannabis strains based on their unique ratios of CBD, THC, and CBN. These strains will be cultivated by Compassionate Care and dispensed to qualified patients as flowers, lozenges, and topicals. Each of these products will be clearly labeled with the relative amounts of the three major cannabinoids. Educational material will be provided to patients, caregivers, and doctors so that they may make an informed decision when choosing medicines most appropriate for their conditions.

Major cannabinoids and their associated medicinal properties

Major Cannabinoid Properties Chemical Structure

Δ9-Tetrahydrocannabinol (THC)

The main psychoactive compound. Has mild to moderate analgesic

effects, can stimulate appetite and reduce nausea.

Cannabidiol (CBD)

A non-psychoactive compound proven effective in treating

inflammation, pain, anxiety, depression, and spasms without

euphoria or lethargy often associated with cannabis. Has an antagonistic

effect on psychoactivity of THC.

Cannabinol (CBN)

A product of THC degradation during storage and with exposure to light and air. Is an indicator of the

age of the cannabis. Has little, if any, psychoactive effect.

Compassionate Care is dedicated to providing a diversity of medicinal strains. We recognize that different cannabis strains can have different therapeutic properties. Indica and Sativa are the two main varieties of the cannabis plant used as medicine. There are many strains that are crosses of those two varieties. Within each of those varieties and crosses there are a large number of individual strains, each with a potentially different cannabinoid profile and effect. Research has shown Indica strains to be a relaxant, and effective for anxiety, pain, nausea, appetite stimulation, sleep, muscle spasms, and other symptoms. The Sativa strains produce an uplifting and energetic response more effective for disorders of low mood.

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Our treatment will focus on nine conditions:

• Seizure disorders (including epilepsy) • Intractable muscular spasticity • Glaucoma • Severe pain • Nausea and vomiting • Cachexia (wasting syndrome) • Amyotrophic lateral schlerosis (MS) • Multiple schlerosis (ALS) • Intestinal bowel disease (IBD), including Crohn's disease

Products will primarily be dispensed as dried flowers, but we will also offer cannabis lozenges or topical formations produced with standards that meet good manufacturing practices.

RECORDKEEPINGFOREACHPACKAGEBYLOT,LABELANDBARCODE

Our goal at Compassionate Care’s cultivation facility is to design and develop a manufacturing process that produces, controls, audits, traces, and secures each plant individually. We call this “one-plant flow.” A single plant is estimated to yield 1.5 to 2.0 ounces of finished cured cannabis. Each plant at Compassionate Care will be uniquely identified with a sequential serial number that is also associated with a lot number. Based upon the strain and plant, eight to twelve uniquely serialized plants will be associated with a single lot number. In this scenario a single lot should be able to produce at least 1 pound, or 16 ounces, of medical cannabis (8 plants x 2.0 ounces OR 12 plants x 1.5 ounces ~ 16 ounces). Each plant is bar-coded with a 9-digit (alpha-numeric) license plate that travels with the plant all the way from seed to final sale to patient. All of a plant’s information is entered into a software system that tracks each plant using these serial numbers. When a new serial number is created our software treats it as a new product in our cultivation facility. Our software can give us a snapshot of not only how many plants are presently being cultivated, but of historic cultivation records and future production expectations as well.

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AREASECURITY

The cultivation facility is a fully secured building, equipped with perimeter fencing, on-site employee parking, sufficient area lighting, secure building materials, surveillance, electronic keycard access, on-site security personnel, and alarms. Employees are fully trained on security procedures, and Compassionate Care will conduct periodic safety and training drills. Our Security Plan provides details on operational and facility security procedures. Appendix H: Security Plan

PACKAGINGANDLABELINGREQUIREMENTS

There are 3 main steps involved in the cultivation packaging process: weighing, packaging, and labeling.

Weighing

The only product by Compassionate Care that is weighed is medical cannabis, which is weighed in increments of 1 gram by using a digital scale that is routinely tested for accuracy. Compassionate Care uses the following weighing standards:

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• There are ~28.349 grams in an ounce. • There are ~14.1745 grams in a half-ounce. • There are ~3.54375 grams in an eighth-of-an-ounce. • There are ~1.7719 grams in a sixteenth-of-an-ounce.

Packaging

All of our packaging materials will resemble medical grade packaging such as vials so patients understand this is a medicine. Compassionate Care wants to provide patients with various financial and medical needs access to their medicine, so we plan on offering medicine in as small as sixteenth-of-an-ounce increments. We will evaluate this number after we are operational. If patients advance concerns about the small increments and prefer being able to buy different quantities, Compassionate Care will adjust its strategy accordingly. We realize patients may not know their medical requirements initially, so our strategy is to start small and adjust accordingly. Only packaging larger amounts will arbitrarily require them to purchase more cannabis than they need. We will never sell in quantities larger than quarter-ounce. Our clinical trials and consultations with patients are designed to evaluate a patient’s true medical needs, so we can recommend not only the appropriate dosage, but the method of absorption as well. Our packaging system is designed to:

• Protect the product and prevent tampering; • Ensure standards for hygiene; • Provide legal disclosures to discourage diversion; • Promote the Compassionate Care brand; and finally • To be environmentally friendly.

Labeling

After a product is packaged, the final step before distribution to our patient care center is labeling. Labeling will be applied to every product after it is packaged. The label of a package will identify:

• The amount of product and form; • The genetic lineage of the product (including medicinal variety); • Weight (for medical cannabis); • Date the product was packaged and expiration date (if applicable); • Laboratory testing results; • Legal disclosures; • Medical disclosures (if applicable); • THC levels and cannabinoid profiles; and • Compassionate Care’s logo and contact information.

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Finally, the serial number of the plant will be placed on the package, for traceability, along with Compassionate Care’s product seal. After the product is sent to the patient care center, additional information such as patient and State identification number will be added as required.

METHODSOFPROCESSINGINASAFEANDSANITARYMANNER

Packaging areas must be easy to clean and maintain. This is facilitated by • Appropriate, durable finishes for each functional space; • Careful detailing of such features as room entrances, casework, and finish

transitions to avoid dirt-catching and hard-to-clean crevices and joints; • Special materials, finishes, and details for spaces that are to be kept sterile. • Incorporation of antimicrobial surfaces.

There is a mandatory requirement for any individual entering packaging areas to wear:

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• Company clean suits; • Hairnets and beard nets (if necessary); • New disposable gloves; • Company clean-shoes or non-slip shoe coverings; and, in certain circumstances, • Facemasks may be required.

All packaging areas will be maintained using good manufacturing practices and will be tested and graded by our laboratory for compliance. Surfaces in the packaging areas (e.g., countertops, stove tops, sinks) will be swabbed and analyzed by the on-site lab to ensure facility cleanliness. Samples of packaged products will be taken at random and analyzed to ensure packaged products remain clear of mold, yeast, and bacteria.

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Appendices

APPENDIX A –CORPORATE DOCUMENTS .............................................................................................. A1 APPENDIX B – EVIDENCE OF SITE CONTROL....................................................................................... A19 APPENDIX C – EVIDENCE OF ZONING COMPLIANCE ........................................................................... A21 APPENDIX D – DISTANCE TO SENSITIVE SITES.................................................................................... A23 APPENDIX E – ZIP CODE MAP OF SERVICE AREAS.............................................................................. A25 APPENDIX F – QUALIFICATIONS AND POSITION DESCRIPTIONS........................................................... A27 APPENDIX G – OPERATIONS PLAN ..................................................................................................... A50 APPENDIX H – SECURITY PLAN .......................................................................................................... A92 APPENDIX I – EMPLOYEE TRAINING MANUAL .................................................................................. A114 APPENDIX J – HIPAA MANUAL ....................................................................................................... A116 APPENDIX K – HR MANUAL ............................................................................................................ A121

APPENDIX L – CULTIVATION OVERVIEW.......................................................................................... A135 APPENDIX M – HYDROPONIC DESIGN .............................................................................................. A137 APPENDIX N – PRODUCT SAFETY PLAN ............................................................................................ A139 APPENDIX O – FIRE SAFETY PLAN ................................................................................................... A142 APPENDIX P – ENVIRONMENTAL PLAN ............................................................................................ A144

APPENDIX Q – FINANCIAL PRO-FORMA ........................................................................................... A146

APPENDIX R – LETTERS OF RECOMMENDATION ............................................................................... A174

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Appendix

A Corporate Documents

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BYLAWS

OF

COMPASSIONATE CARE FOUNDATION, INC.

(a New Jersey nonprofit corporation)

ARTICLE I.

_______________________

PURPOSE AND NONPROFIT STATUS

Section 1.01 PURPOSE. Compassionate Care Foundation, Inc. (the

“Corporation”) is organized to operate an Alternative Treatment Center under the New Jersey

Compassionate Use Medical Marijuana Act so that medical research can be conducted on the

comparative effectiveness of medical marijuana on certain medical conditions.

Section 1.02 NONPROFIT STATUS. The Corporation is incorporated

under the New Jersey Nonprofit Corporation Act. The Corporation does not contemplate

pecuniary gain or profit, incidental or otherwise, to its trustees, its officers or other private

persons, and no part of the net earnings of the Corporation shall inure to the benefit of, or be

distributed to, any such person, except that the Corporation shall be authorized and empowered

to pay reasonable compensation for services rendered and make payments and distributions in

furtherance of the purposes set forth in Section 1.01 above.

ARTICLE II.

_______________________

OFFICES AND FISCAL YEAR

Section 2.01 REGISTERED AGENT AND OFFICE. The initial

registered office of the Corporation shall be located at 830 Bear Tavern Road, West Trenton,

New Jersey 08628. The initial registered agent at such address shall be Corporation Service

Company.

Section 2.02 OTHER OFFICES. The Corporation may also have offices

at such other places, within or without New Jersey, as the board of trustees may from time to

time appoint or the business of the Corporation may require.

Section 2.03 FISCAL YEAR. The fiscal year of the Corporation shall

end on the last day of December.

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ARTICLE III.

_______________________

NOTICE - WAIVERS - MEETINGS GENERALLY

Section 3.01 MANNER OF GIVING NOTICE.

(a) General Rule. Whenever notice is required to be given to any person

under the provisions of New Jersey law, the Corporation’s Certificate of Incorporation (the

“Certificate”) or these Bylaws, it may be given to such person, either personally or by sending a

copy thereof by first class mail, postage prepaid, by telephone, by facsimile with transmittal

confirmation, by electronic mail with transmittal confirmation or by telegram, charges prepaid,

to his or her address (including his or her electronic mail address) or telephone or facsimile

number appearing on the books of the Corporation or, in the case of trustees, supplied by him or

her to the Corporation for the purpose of notice. If the notice is sent by mail or by telegraph, it

shall be deemed to have been given to the person entitled thereto when deposited in the United

States mail or with a telegraph office for transmission to such person. A notice of meeting shall

specify the place, day and time of the meeting and any other information required by any other

provision of New Jersey law, the Certificate or these Bylaws.

(b) Adjourned Meetings. When a meeting is adjourned, it shall not be

necessary to give any notice of the adjourned meeting or of the business to be transacted at an

adjourned meeting, other than by announcement at the meeting at which such adjournment is

taken.

Section 3.02 NOTICE OF MEETINGS OF BOARD OF TRUSTEES.

(a) Notice.

(i) Notice of a regular meeting of the board of trustees need not be

given, except by the adoption of a resolution by the board of trustees establishing the places,

dates, and times of regular meetings.

(ii) Notice of a special meeting of the board of trustees shall be given

to each director by telephone or in writing at least twenty-four (24) hours before the time at

which the meeting is to be held.

(b) Content. Every required notice of a meeting shall state the place, date and

time of the meeting. Unless otherwise provided by New Jersey law, neither the business to be

transacted at, nor the purpose of, any special meeting of the board need be specified in a notice

of such meeting.

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Section 3.03 WAIVER OF NOTICE.

(a) Written Waiver. Whenever any written notice is required to be given

under the provisions of New Jersey law, the Certificate or these Bylaws, a waiver thereof in

writing, signed by the person or persons entitled to such notice, whether before or after the time

stated therein, shall be deemed equivalent to the giving of such notice. Neither the business to be

transacted at, nor the purpose of, a meeting need be specified in the waiver of notice of such

meeting.

(b) Waiver by Attendance. Attendance of a person at any meeting shall

constitute a waiver of notice of such meeting, except where a person attends a meeting for the

express purpose of objecting, at the beginning of the meeting, to the transaction of any business

because the meeting was not lawfully called or convened.

Section 3.04 MODIFICATION OF PROPOSAL CONTAINED IN

NOTICE. Whenever the language of a proposed resolution is included in a written notice of a

meeting, the meeting considering the resolution may, without further notice, adopt it with such

clarifying or other amendments as do not enlarge its original purpose.

Section 3.05 EXCEPTION TO REQUIREMENT OF NOTICE.

Whenever any notice or communication is required to be given to any person under the

provisions of New Jersey law, the Certificate or these Bylaws, or by the terms of any agreement

or other instrument or as a condition precedent to taking any corporate action, and

communication with such person is then unlawful, the giving of such notice or communication

to such person shall not be required.

Section 3.06 USE OF CONFERENCE TELEPHONE AND SIMILAR

EQUIPMENT. One or more persons may participate in a meeting of the board of trustees, or

any committee thereof, by means of conference telephone or similar communications equipment

by means of which all persons participating in the meeting can hear each other. Participation in

a meeting pursuant to this section shall constitute presence in person at such meeting.

ARTICLE IV.

_______________________

MEMBERSHIP

Section 4.01 MEMBERSHIP. The Corporation shall have no members.

The affairs of the Corporation shall be managed by its board of trustees. Any provision of New

Jersey law requiring notice to, the presence of, or the vote, consent or other action by, members

of a corporation in connection with any matter shall be satisfied by notice to, the presence of, or

the vote, consent or other action by, the board of trustees of the Corporation.

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ARTICLE V.

_______________________

BOARD OF TRUSTEES

Section 5.01 POWERS; STANDARD OF CARE.

(a) General Rule. Unless otherwise provided by New Jersey law, all powers

vested by law in the Corporation shall be exercised by or under the authority of, and the business

and affairs of the Corporation shall be managed under the direction of the board of trustees.

(b) Standard of Care; Justifiable Reliance. A trustee shall stand in a fiduciary

relation to the Corporation and shall perform his or her duties as a trustee, including duties as a

member of any committee of the board upon which the trustee may serve, in good faith, in a

manner the trustee reasonably believes to be in the best interests of the Corporation and with

such care, including reasonable inquiry, skill and diligence, as a person of ordinary prudence

would use under similar circumstances. In performing his or her duties, a trustee shall be entitled

to rely in good faith on information, opinions, reports or statements, including financial

statements and other financial data, in each case prepared or presented by any of the following:

(i) One or more officers or employees of the Corporation whom the

trustee reasonably believes to be reliable and competent in the matters presented.

(ii) Counsel, public accountants or other persons as to matters which

the trustee reasonably believes to be within the professional or expert competence of such

person.

(iii) A committee of the board of trustees upon which the trustee does

not serve, duly designated in accordance with law, as to matters within its designated authority,

which committee the Trustee reasonably believes to merit confidence.

A trustee shall not be considered to be acting in good faith if the trustee has knowledge

concerning the matter in question that would cause his or her reliance to be unwarranted.

(c) Consideration of Factors. In discharging the duties of their respective

positions, the board of trustees, committees of the board of trustees and individual trustees may,

in considering the best interests of the Corporation, consider the effects of any action upon

communities in which offices or other establishments of the Corporation are located, and all

other pertinent factors. The consideration of those factors shall not constitute a violation of

subsection (b) above.

(d) Presumption. Absent breach of fiduciary duty, lack of good faith or self-

dealing, any action taken as a trustee or any failure to take any action shall be presumed to be in

the best interests of the Corporation.

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(e) Notation of Dissent. A trustee who is present at a meeting of the board of

trustees, or of a committee of the board of trustees, at which action on any corporate matter is

taken, shall be presumed to have assented to the action taken unless his or her dissent is entered

in the minutes of the meeting or unless the trustee files a written dissent to the action with the

secretary of the meeting before the adjournment thereof or transmits the dissent in writing to the

secretary of the Corporation immediately after the adjournment of the meeting. The right to

dissent shall not apply to a trustee who voted in favor of the action. Nothing in this section shall

bar a trustee from asserting that minutes of the meeting incorrectly omitted his or her dissent if,

promptly upon receipt of a copy of such minutes, the trustee notifies the secretary in writing of

the asserted omission or inaccuracy.

Section 5.02 QUALIFICATION AND SELECTION OF TRUSTEES.

(a) Qualifications. Each trustee of the Corporation shall be a natural person

21 years of age or older.

(b) Election of Trustees. Except as otherwise provided in the Certificate or

these Bylaws, the trustees of the Corporation shall be elected every two years by majority vote of

the trustees present at a duly qualified meeting of the board of trustees of the Corporation where

a quorum is present. In elections for trustees, voting need not be by ballot, except upon demand

made by a person entitled to vote at the election and before the voting begins. The candidates

receiving the highest number of votes cast shall be elected.

(c) Initial Trustees. The initial trustees of the Corporation shall be those

persons named as trustees by the Incorporator.

Section 5.03 NUMBER AND TERM OF OFFICE.

(a) Number. The board of trustees shall consist of not less than three (3) nor

more than ten (10) trustees.

(b) Term of Office. Except as otherwise provided in Section 5.04 hereof, the

term of office shall be two years and the term of office shall begin at the annual meeting of the

board of trustees. Each trustee shall hold office until the expiration of the term for which he or

she was selected or until a successor shall be selected and shall qualify or until his or her earlier

death, resignation or removal. A decrease in the number of trustees shall not have the effect of

shortening the term of any incumbent trustee. There shall be no limitation on the terms of office

for members of the board of trustees.

(c) Resignation. Any trustee may resign at any time upon written notice to

the Corporation. The resignation shall be effective upon receipt thereof by the Corporation or at

such subsequent time as shall be specified in the notice of resignation.

Section 5.04 VACANCIES. If a vacancy occurs in the office of a trustee

for any reason, including an increase in the number of trustees, the board of trustees of the

Corporation shall select a successor by majority vote of the trustees present at a duly called

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meeting of the board of trustees where a quorum is present, and such trustee shall hold office for

the unexpired term for which the vacancy occurred, if applicable.

Section 5.05 REMOVAL OF TRUSTEES. A trustee may be removed

from office, with or without cause, at any time by vote of two-thirds (2/3) or more of the trustees

then in office.

Section 5.06 PLACE OF MEETINGS. Meetings of the board of trustees

may be held at such place, within or without New Jersey, as the board of trustees may from time

to time designate, or as may be designated in the notice of the meeting.

Section 5.07 ORGANIZATION OF MEETINGS. At every meeting of

the board of trustees, the chairman of the board, if there be one, or in the case of a vacancy in the

office or absence of the chairman of the board, one of the following officers present, in the order

stated, shall act as chairman of the meeting: the vice chairman of the board, if there be one; the

president; the treasurer; or a person chosen by a majority of the trustees present. The secretary,

or, in the absence of the secretary, any person appointed by the chairman of the meeting, shall act

as secretary of the meeting.

Section 5.08 REGULAR MEETINGS. Regular meetings of the board of

trustees shall be held at such places, dates and times as shall be designated from time to time by

resolution of the board of trustees.

Section 5.09 SPECIAL MEETINGS. Special meetings of the board of

trustees shall be held whenever called by the chairman or two (2) or more trustees of the

Corporation.

Section 5.10 QUORUM OF AND ACTION BY TRUSTEES.

(a) General Rule. A majority of the trustees in office shall be necessary to

constitute a quorum for the transaction of business and, except as otherwise expressly provided

in these Bylaws, the acts of a majority of the trustees present at a meeting at which a quorum is

present shall be the acts of the board of trustees.

(b) Voting Rights. Each trustee shall be entitled to one vote.

(c) Action by Written Consent. Any action which may be taken at a meeting

of the trustees may be taken without a meeting if a consent or consents in writing setting forth

the action so taken shall be signed by all of the trustees then in office and shall be filed with the

secretary of the Corporation.

Section 5.11 EXECUTIVE AND OTHER COMMITTEES.

(a) Establishment and Powers. The board of trustees may, by resolution

adopted by a majority of the trustees then in office, establish one (1) or more committees to

consist of one (1) or more trustees of the Corporation and such other individuals as the board of

trustees may appoint.

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(b) Any committee, to the extent provided in the resolution of the board of

trustees, shall have and may exercise all of the powers and authority of the board of trustees,

except that no such committee shall have any power or authority as to the following:

(i) The filling of vacancies in the board of trustees.

(ii) The adopting, amendment or repeal of these Bylaws.

(iii) The amendment or repeal of any resolution of the board.

(iv) Action on matters committed by a resolution of the board of

trustees to another committee of the board.

(c) Committee Quorum. Unless otherwise expressly provided in the

resolution of the board of trustees establishing any committee, a majority of the members of such

committee shall be necessary to constitute a quorum for the transaction of business, and the acts

of a majority of the committee members present at a meeting at which a quorum is present shall

be the acts of such committee.

(d) Alternate Committee Members. The board of trustees may designate one

or more individuals as alternate members of any committee who may replace any absent or

disqualified member at any meeting of the committee. In the absence or disqualification of a

member of a committee, the member or members thereof present at any meeting and not

disqualified from voting, whether or not constituting a quorum, may unanimously appoint

another individual to act at the meeting in the place of the absent or disqualified member.

(e) Term. Each committee of the board of trustees shall serve at the pleasure

of the board of trustees.

Section 5.12 COMPENSATION. The board of trustees and committee

members shall receive no compensation for their services as trustees and committee members.

Trustees and committee members may, however, receive reimbursement for approved expenses.

ARTICLE VI.

___________________________

OFFICERS

Section 6.01 OFFICERS GENERALLY.

(a) Number, Qualifications and Designation. The officers of the Corporation

shall be a president, a vice president, a secretary, a treasurer, and such other officers as may be

designated in accordance with the provisions of this Section 6.01 and Sections 6.02 and 6.03.

The president, vice president, secretary and treasurer shall each be natural persons of full age.

The board of trustees may elect, from among the members of the board, a chairman of the board

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and a vice chairman of the board, each of whom may also be an officer of the Corporation. Any

number of offices may be held by the same person.

(b) Resignation. Any officer may resign at any time upon written notice to

the Corporation. The resignation shall be effective upon receipt thereof by the Corporation or at

such subsequent time as may be specified in the notice of resignation.

(c) Bonding. The Corporation may secure the fidelity of any or all of its

officers by bond or otherwise. Alternatively, the Corporation may obtain fiduciary insurance on

behalf of its officers.

(d) Standard of Care. An officer shall perform his or her duties as an officer

in good faith, in a manner he or she reasonably believes to be in the best interests of the

Corporation and with such care, including reasonable inquiry, skill and diligence, as a person of

ordinary prudence would use under similar circumstances.

(e) Compensation. The officers of the Corporation shall receive no

compensation for the services they provide as officers. Officers may, however, receive

reimbursement for approved expenses.

Section 6.02 ELECTION AND TERM OF OFFICE. The officers of the

Corporation, except those elected by delegated authority pursuant to Section 6.03, shall be

elected every two years by majority vote of the trustees present at a duly called meeting of the

board of trustees where a quorum is present, and each officer shall hold office for a term of two

(2) years and until a successor shall be selected and shall qualify, or until his or her earlier death,

resignation or removal. There shall be no limitations on the number of terms of office for the

officers of the Corporation.

Section 6.03 SUBORDINATE OFFICERS, COMMITTEES AND

AGENTS. The board of trustees may from time to time elect such other officers and appoint

such committees or other agents as the business of the Corporation may require, including one

or more assistant secretaries and one or more assistant treasurers, each of whom shall hold

office for such period, have such authority, and perform such duties as are provided in these

Bylaws or as the board of trustees may from time to time determine. The board of trustees may

delegate to any officer or committee the power to elect subordinate officers and to retain or

appoint other agents or committees thereof, and to prescribe the authority and duties of such

subordinate officers, committees, or other agents.

Section 6.04 NO CONTRACT RIGHTS. Election or appointment of an

officer or agent shall not of itself create any contract rights in the officer or agent.

Section 6.05 REMOVAL OF OFFICERS AND AGENTS. Any officer

or agent of the Corporation may be removed at any time by a majority vote of the trustees

present at a duly called meeting of the board of trustees where a quorum is present, with or

without cause, but such removal shall be without prejudice to the contract rights, if any, of any

person so removed.

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Section 6.06 VACANCIES. A vacancy in any office because of death,

resignation, removal, disqualification, or any other cause, shall be filled by majority vote of the

directors present at a duly called meeting of the board of trustees or by the officer or committee to

which the power to fill such office has been delegated pursuant to Section 6.03, as the case may

be, and if the office is one for which these Bylaws prescribe a term, shall be filled for the

unexpired portion of the term.

Section 6.07 AUTHORITY. All officers of the Corporation, as between

themselves and the Corporation, shall respectively have such authority and perform such duties in

the management of the property and affairs of the Corporation as are provided in these Bylaws or

may be provided by or pursuant to resolutions or orders of the board of trustees.

Section 6.08 CHAIRMAN AND VICE CHAIRMAN OF THE BOARD. The Chairman shall preside at all meetings of the board of trustees. The Chairman shall appoint all committees and their chairpersons in accordance with the Bylaws. The Chairman shall have such other duties and responsibilities as shall be delegated to him or her by these Bylaws and by the board of trustees from time to time. If no individual is currently serving as Chairman, the Vice Chairman shall preside at all meetings of the board of trustees until a Chairman has been elected. If there is a Chairman but he or she is unable to attend a board of trustees meeting, the Vice Chairman shall preside at the meeting.

Section 6.09. THE PRESIDENT. The president shall be the chief

executive officer of the Corporation and shall have general supervision over the business and

operations of the Corporation, subject, however, to the control of the board of trustees. The

president shall sign, execute, and acknowledge, in the name of the Corporation, tax documents,

deeds, mortgages, contracts or other instruments authorized by the board of trustees, except in

cases where the signing and execution thereof shall be expressly delegated by the board of

trustees, or by these Bylaws, to some other officer or agent of the Corporation; and, in general,

shall perform all duties incident to the office of chief executive officer, and such other duties as

from time to time may be assigned by the board of trustees.

Section 6.10 THE VICE PRESIDENT. The vice president shall perform

all duties and have all authority given to the president of the Corporation, at any time when the

president is unable to act, and shall have the same authority to sign, execute and acknowledge, in

the name of the Corporation, tax documents, deeds, mortgages, contracts or other instruments as

is granted to the president by Section 6.09. The vice president shall have such other duties and

authority as from time to time may be assigned by the board of trustees.

Section 6.11 THE SECRETARY. The secretary shall attend all

meetings of the board of trustees (or committees of the board) and shall record all votes of the

trustees (or committees persons) and the minutes of the meetings of the board of trustees (or

committees) in a book or books to be kept for that purpose; shall see that notices are given and

records and reports properly kept and filed by the Corporation as required by law; shall be the

custodian of the seal of the Corporation and see that it is affixed to all documents which are to be

executed on behalf of the Corporation under its seal; and, in general, shall perform all duties

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incident to the office of secretary, and such other duties as may from time to time be assigned by

the board of trustees or the president. In addition, the secretary shall annually present a report to

the board of trustees not later than March 31 of each year summarizing all resolutions of the

board of trustees during the preceding fiscal year and certifying the accuracy of the records of the

Corporation for such year.

Section 6.12. THE TREASURER. The treasurer or an assistant treasurer

shall have or provide for the custody of the funds or other property of the Corporation; shall

collect and receive or provide for the collection and receipt of moneys earned by or in any

manner due to or received by the Corporation; shall deposit all funds in his or her custody as

treasurer in such banks or other places of deposit as the board of trustees may from time to time

designate; shall, whenever so required by the board of trustees, render an account showing all

transactions as treasurer and the financial condition of the Corporation; and, in general, shall

discharge such other duties as may from time to time be assigned by the board of trustees or the

president.

ARTICLE VII.

__________________________

LIMITATION OF TRUSTEES’ AND OFFICERS’

LIABILITIES AND INDEMNIFICATION

Section 7.01 LIMITATION OF LIABILITY. To the fullest extent

permitted by New Jersey law, a trustee or officer of the Corporation shall not be personally liable

to the Corporation, or others for monetary damages for any action taken or any failure to take

any action, unless the trustee or officer has breached or failed to perform the duties of his office

and such breach or failure constitutes self-dealing, willful misconduct or recklessness. The

provisions of this Section 7.01 shall not apply with respect to the responsibility or liability of a

trustee or officer under any criminal statute or the liability of a trustee or officer for the payment

of taxes pursuant to local, state or federal law.

Section 7.02 INDEMNIFICATION.

(a) Indemnification. The Corporation shall indemnify any person who was or

is a party or is threatened to be made a party to any threatened, pending or completed action, suit

or proceeding, whether civil, criminal, administrative or investigative, by reason of the fact that

such person is or was a trustee, officer, employee or agent of the Corporation, or is or was

serving, at the request of the Corporation, as trustee, officer, employee or agent of another

corporation, partnership, joint venture, trust or other enterprise, against expenses (including

attorneys’ fees), amounts paid in settlement, judgments, and fines actually and reasonably

incurred by such person in connection with such action, suit or proceeding, provided, however

that no indemnification shall be made in any case where the act or failure to act giving rise to the

claim for indemnification is determined by a court to have constituted willful misconduct or

recklessness.

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(b) Advance of Expenses. Expenses (including attorneys’ fees) incurred in

defending a civil or criminal action, suit, or proceeding shall be paid by the Corporation in

advance of the final disposition of such action, suit, or proceeding, upon receipt of an

undertaking by or on behalf of the trustee, officer, employee, or agent to repay such amount if it

shall be ultimately determined that he or she is not entitled to be indemnified by the Corporation

as authorized in this Article VII.

(c) Indemnification Not Exclusive. The indemnification and advancement of

expenses provided by this Article VII shall not be deemed exclusive of any other right to which

persons seeking indemnification and advancement of expenses may be entitled under any

agreement, vote of the board of trustees, or otherwise, both as to actions in such persons’ official

capacity and as to their actions in another capacity while holding office, and shall continue as to

a person who has ceased to be a trustee, officer, employee, or agent and shall inure to the benefit

of the heirs, executors, and administrators of any such person.

(d) Insurance, Contracts, Security. The Corporation may purchase and

maintain insurance on behalf of any person, may enter into contracts of indemnification with any

person, and may create a fund of any nature which may, but need not be, under the control of a

trustee for the benefit of any person, and may otherwise secure, in any manner, its obligations

with respect to indemnification and advancement of expenses, whether arising under this Article

VII or otherwise, whether or not the Corporation would have the power to indemnify such person

against such liability under the provisions of this Article VII.

Section 7.03 EFFECT OF AMENDMENT. Any repeal or modification

of this Article VII shall require a vote of two-thirds (2/3) or more of the trustees then in office.

Any such repeal or modification shall be prospective only, and shall not adversely affect any

limitation on the personal liability of a trustee or officer of the Corporation or any right of any

person to indemnification from the Corporation with respect to any action or failure to take any

action occurring prior to the time of such repeal or modification.

ARTICLE VIII.

__________________________

MISCELLANEOUS

Section 8.01 SEAL. The corporate seal shall have inscribed thereon the

name of the Corporation, the year of its organization, and the words “Corporate Seal, New

Jersey.”

Section 8.02 CHECKS. All checks, notes, bills of exchange or other

orders in writing shall be signed by such person or persons as the board of trustees, or any person

authorized by resolution of the board of trustees, may from time to time designate.

Section 8.03 CONTRACTS.

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(a) General Rule. Except as otherwise provided by New Jersey law, the board

of trustees may authorize any officer or agent to enter into any contract or to execute or deliver

any instrument on behalf of the Corporation, and such authority may be general or confined to

specific instances.

(b) Statutory Form of Execution of Instruments. Any note, mortgage,

evidence of indebtedness, contract or other instrument in writing, or any assignment or

endorsement thereof, executed or entered into between the Corporation and any other person,

when signed by one or more officers or agents having actual or apparent authority to sign it, or

by the chairman or vice chairman and secretary or treasurer of the Corporation, shall be held to

have been properly executed for and in behalf of the Corporation. Such fact shall be without

prejudice to the rights of the Corporation against any person who shall have executed the

instrument in excess of his actual authority.

(c) Seal. Except as otherwise required by New Jersey law, the affixation of

the corporate seal shall not be necessary to the valid execution, assignment or endorsement by

the Corporation of any instrument in writing.

Section 8.04 INTERESTED TRUSTEES OR OFFICERS; QUORUM.

(a) General Rule. A contract or transaction between the Corporation and one

or more of its trustees or officers or between the Corporation and another corporation,

partnership, association, or other organization in which one or more of its trustees or officers are

trustees, directors, or officers, or have a financial interest, shall not be void or voidable solely for

that reason, or solely because the trustee or officer is present at or participates in the meeting of

the board of trustees which authorizes the contract or transaction if the contract or transaction is

fair as to the Corporation as of the time it is authorized, approved or ratified by the board of

trustees of the Corporation, and:

(i) The material facts as to the relationship or interest and as to the

contract or transaction are disclosed or are known to the board of trustees, and the board in good

faith authorizes the contract or transaction by the affirmative votes of a majority of the

disinterested trustees even though the disinterested trustees are less than a quorum; or

(ii) The material facts as to the relationship or interest and as to the

contract or transaction are disclosed or are known to the trustees, and the contract or transaction

is specifically approved in good faith by vote of the trustees.

(b) Quorum. Interested trustees may be counted in determining the presence

of a quorum at a meeting of the board which authorizes a contract or transaction specified in

subsection (a) above.

Section 8.05 DEPOSITS. All funds of the Corporation shall be

deposited from time to time to the credit of the Corporation in such banks, trust companies or

other depositories as the board of trustees may approve or designate, and all such funds shall be

withdrawn only upon checks signed by such one or more officers or employees as the board of

trustees shall from time to time determine.

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Section 8.06 CORPORATE RECORDS. The Corporation shall keep

appropriate, complete and accurate books or records of account in accordance with generally

accepted accounting principles consistently applied (except that the financial records of the

Corporation may be kept on the cash receipts and disbursements method if permitted by law and

deemed appropriate by the board), minutes of the proceedings of the trustees, and a copy of these

Bylaws, including all amendments thereto to date, certified by the secretary of the Corporation.

All such records shall be kept at the registered office of the Corporation in New Jersey or at its

principal place of business. Any books, minutes or other records may be in written form or any

other form capable of being converted into written form within a reasonable time.

Section 8.07 ANNUAL REPORT.

(a) Contents. The board of trustees shall prepare annually a report, verified

by the president and treasurer or by a majority of the trustees, showing in appropriate detail the

following:

(i) The assets and liabilities, including the trust funds, of the

Corporation as of the end of the fiscal year immediately preceding the date of the report.

(ii) The principal changes in assets and liabilities, including trust

funds, during the year immediately preceding the date of the report.

(iii) The revenue or receipts of the Corporation, both unrestricted and

restricted to particular purposes, for the year immediately preceding the date of the report,

including separate data with respect to each trust fund held by or for the Corporation.

(iv) The expenses or disbursements of the Corporation, for both general

and restricted purposes, during the year immediately preceding the date of the report, including

separate data with respect to each trust fund held by or for the Corporation.

(b) Place of Filing. The annual report of the board of trustees shall be filed

with the minutes of the meetings of the board of trustees.

Section 8.08 AMENDMENT OF BYLAWS. Except for matters that are

reserved by applicable law only to be altered, amended or repealed by the board of trustees

pursuant to such law, these Bylaws may be amended or repealed by vote of two-thirds (2/3) or

more of the trustees then in office. Any change in these Bylaws shall take effect when adopted,

unless otherwise provided in the resolution effecting the change.

ARTICLE IX.

_______________________

DISSOLUTION AND LIQUIDATION

Section 9.01 DISSOLUTION AND LIQUIDATION. Upon the

dissolution of the Corporation, the Corporation’s board of trustees, after paying or making

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provisions for the payment of all of the liabilities and obligations of the Corporation, shall

distribute all assets of the Corporation to such organization or organizations as the Corporation’s

board of trustees shall determine. No portion of the assets shall inure to the benefit of any trustee

or officer of the Corporation, any other private person, or any enterprise organized for profit.

END OF BYLAWS

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Appendix

B Evidence of Site Control

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Appendix

C Evidence of Zoning Compliance

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Appendix

D Distance to Sensitive Sites

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Appendix

E Zip Code Map of Service Areas

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Appendix

F Qualifications and Position Descriptions

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JOB DESCRIPTION RELATED INFORMATION: EXEMPT FROM OPRA PURSUANT TO N.J.S.A 47:1A-1.1

- LIMITED SAMPLING PROVIDED – HARD COPY AVAILABLE UPON R

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Appendix

G

Operations Plan

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OPERATIONS PLAN RELATED INFORMATION: EXEMPT FROM OPRA PURSUANT TO N.J.S.A . 47:1A-1.1

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OPERATIONS PLAN RELATED INFORMATION: EXEMPT FROM OPRA PURSUANT TO N.J.S.A . 47:1A-1.1

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CFO COO

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3a-iii) If applicable, a projection of the number of qualified patients to be served by the ATC;

It is difficult to determine the number of qualified patients to be served by our ATC due to

the relatively recent passage of New Jersey’s medical marijuana program and a lack of data

in this industry. Additionally, the regulations are subject to change prior to issuance of ATC

permits, creating uncertainty surrounding patient registration. If we are awarded a permit,

Compassionate Care will conduct a comprehensive market study to determine a reasonable

estimate of the number of patients we can anticipate will purchase medical cannabis from us.

This study will consider population, medical marijuana program requirements, income levels,

health statistics, target demographics, location, and proximity to prospective patient base. In

other states, the number of medical marijuana program participants has varied drastically.

For purposes of our projections, Compassionate Care anticipates having 5,000 patients when

operational. This takes into consideration that there will be active patient enrollment during

the construction of our ATC, so when we are operational there will be patients ready for our

grand opening. We are confident that once other ATCs are operational, our quality

medication, helpful service offerings, and affordable pricing will attract a higher proportion

of medical cannabis patients in our region than the other permitted ATC.

We have chosen a facility that has significant scalable capacity to prevent any disruption in

the event demand exceeds our estimated supply levels. In the event that we have produced

more cannabis than necessary, Compassionate Care will follow the correct procedures for

destroying and reporting excess cannabis, and reducing our supply accordingly.

3a-iv) Projections by the ATC for a two-year period of the ratio of registered qualifying patients-to-demand for usable marijuana and procedures by which the ATC shall periodically review these ratios for consistency with actual patient demand ratios;

In formulating our projections we took into consideration the amount of time required

between permits being issued and our first harvest being cured and packaged for sale. We

assume during this timeframe there will be 5,000 patients registered and prepared to purchase

from our patient care center on our projected first day of sales, between August and

September 2011, as shown in our timetable in Criterion 5, Measure 3 and Financial Pro-

Forma. Thereafter, we anticipate every quarter having 1,250 more patients register with our

patient care center, allowing us to reach 10,000 patients by the last quarter of 2012. We

anticipate reaching a certain threshold where patient registration rates will decline, probably

after reaching 10,000 patients, but still allow for slow and steady growth to 11,250 two years

after our opening around September 2013.

Our cultivation facility is more than capable of handling such production. Although most of

our facility will be built out allowing for higher production levels, production will be phased

in beginning with 500 4” x 4” trays, each containing ten plants, estimated to produce two

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ounces per plant over eight weeks. Factoring in drying, curing, packaging and transport

times, the first production will be available for sale ten weeks after our first planting. Each

tray will harvest six times a year, allowing for twenty ounces of product a cycle, and one-

hundred twenty ounces of product a year.

The Financial Pro-Forma provides production tables and income statements to demonstrate

how our cultivated cannabis will be able to provide for anticipated demand levels over a two-

year period. The Chief Operations Officers and Director of our patient care facility will

routinely monitor supply levels to give our cultivation facility enough lead time to make

adjustments in our supply process. Due to the ten week lead time for products to be ready,

factoring in eight weeks for plant growth and two weeks for harvest and drying, our directors

and officers will work strategically to anticipate demand levels two and a half months in

advance to prevent shortages or surplus in medicine.

Appendix Q: Financial Pro-Forma

3a-v) Procedures by which the ATC shall ensure the availability of medicinal marijuana in accordance with projected and actual demand ratios;

Compassionate Care’s sophisticated supply chain tracking system provides us with useful

information to forecast supply levels. At any given time we can take a snapshot of our

current inventory levels, our historical production levels, and our anticipated production

levels in the future. Reverse engineering the process, if we are running low on a particular

medicinal strain, our dispensary is able to contact our cultivation center and find out exactly

what stage of the plant production process plants of that particular strain are in. Based on the

stage and the time required before harvest, we can give an accurate forecast as to when

additional supply will be available to patients. This will prevent shortages from happening.

To ensure that patients have sufficient access to their medicine, we will routinely monitor our

supply levels and analyze demand levels. Some of the factors we will consider are:

Medical marijuana program participation

Growth rate of our patient base

Number of registered doctors participating

Previous sales

Population analysis

As opposed to waiting for a shortage to arise, we will proactively monitor supply to ensure

adequate inventory levels are always sustained. This will also help prevent over-saturation of

the market, creating an excess supply of medicine that can go bad and presents added

security risks.

In order to make sure our production capabilities are sufficient for growth over time, we

chose a facility that is scalable so there would be no disruptions in supply. Due to limited

information available pertaining to the New Jersey patient registration process and this being

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a new program, there is no way to ascertain accurate information to formulate projections, as

discussed in the last section. However, our cultivation facility has the capability of servicing

up to 20,000 patients at two ounces per month, so we will be able to sustain increases in

patient registration levels for a long time.

Some of the information we have taken into account when estimating demand levels is

provided below:

Land area = 8721 square miles

Population = 8.078 million (2009)

Population density = 1184 people/square mile

Over 65 population = 1,137,731 (13.1%)

Over 75 population = 402,000

Over 85 population = 163,000

70,000 deaths/year (NJ Hospice and Palliative Care organization claims

approximately 35,000 patients, or half those that died, received hospice care in

2008)

19,566 ambulatory care facilities

165 hospitals (1 per ~49k people)

1787 nursing or residential homes

27,383 doctors (1 per 316 people)

50 hospice and palliative organizations

1712 pharmacies (source: manta.com; equivalent to 1 per 4708 people)

3a-vi) The name, medical license number, résumé and contact address of the medical director of the ATC, if applicable;

We have not yet chosen a medical director. Compassionate Care has discussed the

opportunity with a few well-qualified prospective medical directors, and if we are successful

in obtaining an ATC we intend to decide shortly thereafter.

3a-vii) The name, résumé and address of the chief administrative officer of the ATC; and

Name: William J. Thomas

Address: 15 Roszel Road, Suite 107

Princeton, NJ 08540

Phone: 267.614.3341

Appendix F: Qualifications and Descriptions

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3a-viii) The standards and procedures by which the ATC determines the price it charges for usable marijuana and a record of the prices charged.

Compassionate Care seeks to offer patients the most affordable medicine possible, while not

economizing on standards for product testing, research and development, adequate security

and safety procedures, or other quality concerns.

The price of our medicine will be equal to our cost. As our organization becomes more

efficient over time and expands its patient base, we intend to reduce our prices and invest

more into areas that promote the long-term well-being of our patients and the surrounding

communities.

Our primary focus areas will be:

Reducing the cost of our medicine and expanding our indigent care program

Investing in our research and development program

Developing and expanding our charitable and philanthropic programs

Our secondary focus areas will be:

Providing additional worker education and training

Offering more free healthcare services to patients

Increasing product safety, hygiene, and quality assurance standards

Compassionate Care intends to find an equilibrium that balances affordable medicine and

enrichment services so our patients, workers, and community members are better served now

and in the future.

All sales will be recorded into the point of sale system used at our dispensary. These sales

will be compared to inventory levels and production levels.

Appendix Q: Financial Pro-Forma

3b: ATCs shall maintain business records including, manual or computerized records of assets and liabilities, monetary transactions, various journals, ledgers and supporting documents, including agreements, checks, invoices and vouchers that the ATC keeps as its books of accounts.

All documents and business records relating to assets and liabilities, monetary transactions,

various journals, ledgers, and supporting documents, including agreements, checks, invoices,

and vouchers will be retained. Compassionate Care shall keep these files in a secured area

placed in a locked filing cabinet. Financial records will be treated with the similar levels of

confidentiality as medical records and other sensitive information and maintained by our

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CFO. Compassionate Care shall make these records available as required.

Appendix K: HR Manual

3c: Business records include sales records that indicate the name of the qualifying patient or primary caregiver to whom marijuana is distributed, the quantity, strength and form and the cost of the product.

All documents and records relating to sales records that indicate the name of the qualifying

patient or primary caregiver to whom marijuana is distributed, the quantity, strength and

form, and the cost of the product will be retained by our point of sale system. Each patient’s

purchases will be tracked to ensure they are not purchasing more than allowed by law. Much

of this information will be contained within our package labeling. All of these records will be

backed up electronically and maintained in a secure database. Compassionate Care shall

make these records available as required by law.

Appendix K: HR Manual

3d: The bylaws of the ATC and its affiliates or sub-contractors shall contain provisions relative to the disposition of revenues and receipts as may be necessary and appropriate to establish and maintain its nonprofit status, as applicable.

The following certification is provided in our bylaws:

NONPROFIT STATUS. The Corporation is incorporated under the New Jersey Nonprofit

Corporation Act. The Corporation does not contemplate pecuniary gain or profit, incidental

or otherwise, to its trustees, its officers or other private persons, and no part of the net

earnings of the Corporation shall inure to the benefit of, or be distributed to, any such person,

except that the Corporation shall be authorized and empowered to pay reasonable

compensation for services rendered and make payments and distributions in furtherance of

the purposes set forth in Section 1.01 above.

Section added: No portion of the assets shall inure to the benefit of any trustee or officer of

the Corporation, any other private person, or any enterprise organized for profit. Exhibit A: Corporate Documents

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Chapter 4: Personnel records Compassionate Care will maintain a personnel record for each employee, principal officer,

director, board member, agent or volunteer that includes, at a minimum, the following:

An application for employment or to volunteer;

A copy of his or her current ATC identification card and a copy of his or her

driver’s license or other State-issued photo identification card;

Documentation of the certification of each principal officer, director, and board

member stating that he or she submits to the jurisdiction of the courts of the State

of New Jersey and agrees to comply with all the requirements of the laws of the

State of New Jersey pertaining to the Medicinal Marijuana Program;

Documentation of background checks;

Procedures by which the ATC shall ensure the availability of medicinal marijuana

in accordance with projected and actual demand;

The job description or employment contract that include duties, authority,

responsibilities, qualifications, and supervision;

Documentation of all required training, including training regarding privacy and

confidentiality requirements, and the signed statement of the individual indicating

the date, time, and place he or she received said training and the topics discussed,

including the name and title of presenters;

Documentation of periodic performance evaluations;

A record of any disciplinary action taken; and

Documentation of the results of drug tests authorized pursuant to this policy.

Some of these policies are contained within our Qualifications and Position Descriptions,

Employee Training Manual, and Human Resources Manual.

Exhibit F: Qualifications and Position Descriptions

Exhibit I: Employee Training Manual

Exhibit K: HR Manual

Compassionate Care shall maintain personnel records for at least 12 months after termination

of the individual’s affiliation with the alternative treatment center, for the purposes of this

rule.

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Chapter 5: Employee training

5-a) Each alternative treatment center shall either: I. DEVELOP, IMPLEMENT AND MAINTAIN ON THE PREMISES AN ONSITE TRAINING CURRICULUM; II. ENTER INTO CONTRACTUAL RELATIONSHIPS WITH OUTSIDE RESOURCES CAPABLE OF MEETING

EMPLOYEE, AGENT AND VOLUNTEER TRAINING NEEDS;

Compassionate Care will offer on-site training as well as contract with outside resources for

very specialized training areas. We have engaged the University of Cannabis, a California-

based company, to provide medical cannabis education. The majority of training, however, is

provided on site by Compassionate Care.

5-b) Each employee, agent or volunteer, at the time of his or her initial appointment, shall receive, as a minimum, training in the following:

I. PROFESSIONAL CONDUCT, ETHICS AND STATE AND FEDERAL LAWS REGARDING PATIENT

CONFIDENTIALITY; II. INFORMATIONAL DEVELOPMENTS IN THE FIELD OF MEDICAL USE OF MARIJUANA;

III. THE PROPER USE OF SECURITY MEASURES AND CONTROLS THAT HAVE BEEN ADOPTED; AND IV. SPECIFIC PROCEDURAL INSTRUCTIONS FOR RESPONDING TO AN EMERGENCY, INCLUDING A ROBBERY

OR WORKPLACE VIOLENCE.

Employee training manuals and workshops will augment our training efforts, and

Compassionate Care will incentivize our workforce to further their learning to excel both

intellectually and professionally by paying for training and further education. We believe

well-trained workers lead to the overall success of a company, so we will conduct frequent

workshops, seminars, retreats, meetings, and events designed to encourage learning and

provide learning aids that reinforce our training efforts. Training topics include:

Legal Training - Legal training will cover all New Jersey State and Federal laws

relating to cannabis. Employees will be trained to understand patient rights, health

information privacy laws to protect the privacy of patients (HIPAA), sexual

harassment, laws surrounding operations of an ATC, and effective interaction with

law enforcement.

Medical Training - Since many of our patients have serious medical conditions,

special training will be given to responding to medical emergencies. Each

employee will be trained on disability sensitivity, blood borne pathogens, ADA

compliance, and effective communication with medical patients. Compassionate

Care has selected a strong Medical Board to oversee and improve its medical

training protocols. Our employees will be well versed in the various medicinal

cannabis strains available and the different medical healing properties of each.

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Customer Service and Sales Training - Staff will be well trained in patient care,

customer service and sales. Each employee will be well versed in health science,

best forms of ingestion, medical cannabis varieties, cannabanoid profiles, and

understanding patient needs. Our sales training will emphasize being

knowledgeable on our products and effectively communicating with patients.

There will be no emphasis on selling larger amounts of medical cannabis, and in

fact Compassionate Care seeks to encourage patients to purchase smaller amounts,

and adjust over time if necessary. High priority will be placed on providing a

positive atmosphere, where workers and employees will enjoy providing good

customer service.

Privacy and Confidentiality Requirement Trainings - This training will include

professional conduct, ethics, and State and Federal laws regarding patient

confidentiality. Details of this training are included in our HIPAA manual.

Appendix J: HIPAA Manual

Product Safety Training - As a means of ensuring that our products meet

minimum health standards, we intend to train employees on pertinent aspects of

product safety so health threats can be detected early on. The training will focus

on employees responsible for Compassionate Care’s production process. This

training will be designed specifically to enable employees to recognize superficial

indicators of health and safety risks so that our on-site Product Safety Department

can be notified for a thorough investigation.

Appendix N: Product Safety Plan

Security Training and Security Drills - Given the nature of our business, security

is a significant aspect of our day-to-day operations. As such, employees will not

only be trained on site on the proper procedures in case of an emergency. All new

employees will also be required to attend off-site safety/security trainings that

must be completed during the early stages of employment. As part of our

commitment to a safe working environment, new employees will also receive

basic training on personal safety/security. This includes parking lot safety and

training for employees walking to work or utilizing public transportation. Lastly,

Compassionate Care will work with the local police to develop appropriate

ongoing training for all employees. All employees will be trained on the security

devices accessible to them, such as alarms, emergency phones, and keycard

access. Only the appropriate security personnel will be trained on all aspects of

security devices, such as surveillance cameras, retrieval of security footage,

monitoring, and controlling keycard access levels.

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Appendix H: Security Plan

Environmental Training - In an effort to meet and exceed our environmental

standards all employees will be trained on the basics of green business practices.

Each employee will be trained to meet our sustainable goals and objectives

surrounding sustainable site development, water saving, energy efficiency,

material selection, indoor environmental quality, and innovation and design.

Employees will learn about Compassionate Care's environmental design strategy

and be trained to incorporate day-to-day environmentally friendly practices.

Fire Safety and Training Drills - Given that fire safety is important in our line of

work, Compassionate Care will provide continuous training on fire prevention to

all employees, especially those in our cultivation facility. Employees will be

trained generally on fire hazards, with an emphasis on department specific

hazards. For example cultivation areas will have different and arguably greater

risks than the finance department. As such, employees in cultivation areas will

receive fire prevention training specific to wiring, amperage, and voltage.

Department and job classification specific training like this will be provided for

certain employees while general fire safety, hazard training, and drills will be

required for all employees. The general training will encompass detecting

potential fire hazards and appropriate steps to take in the event of an actual fire.

Hazardous Materials Training - It is expected that every person working in the

cultivation and manufacturing facility at Compassionate Care will be

knowledgeable in acting responsibly in emergencies and handling hazardous

materials. In most cases the observer of an emergency is faced with the decision to

leave the scene and summon help or to stay and provide help. It is imperative that

the employees receive proper training so they know the correct protocols in

handling these types of situations. At minimum, employees should know basic

hazard and risk assessment, how to select and use protective equipment,

understand basic hazardous materials terms, know how to perform basic control

and containment operations, and know basic decontamination procedures.

Delivery Truck Training - Compassionate Care will contract with Dunbar for

secure deliveries from our cultivation facility to our patient care center. For the

pick-up and delivery of supplies used for our operation, Compassionate Care plans

on implementing internal delivery truck training guidelines to ensure the safety of

our workers.

Employee Safety Training - A top priority for Compassionate Care is protecting

our employees’ safety. On a daily basis, employees are exposed to potential

hazards that may require immediate attention. The potential hazards are different

in our cultivation facility than in our patient care facility. In our cultivation

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facility, potential hazards can include machinery malfunction, electrical fires,

natural disasters, small flooding, and intrusions. In our patient care facility, more

training will be focused on security procedures involving human interference than

on malfunctions since employees will be interacting with the public.

Emergency Preparedness – Employees will be trained to identify and properly

respond to the most common types of emergencies, including fire and explosions,

hazardous materials release, suspicious packages, earthquakes, utility outage,

gunfire, death or serious injury, workplace violence, and hostage situations.

To fulfill the Cannabis education component, such as horticulture and propagation,

Compassionate Care has engaged the University of Cannabis, a California-based company, to

provide specialized education pertaining to medical cannabis curriculum.

Compassionate Care plans to compensate their employees during this training process, and

also pay for tuition or class fees when the training is not done internally, such as through the

University of Cannabis.

Each employee will give signed statements indicating the date, time, and place he or she

received training and the topics discussed, including the name and title of presenters. All of

this information will be stored in personnel records kept in secure areas and locked file

cabinets. Compassionate Care will conduct periodic performance evaluations to evaluate the

effectiveness of our training and to measure the development of our employees.

Compassionate Care will implement an ongoing education and training program so

employees and managers are continually challenged to learn new skills and expertise.

Complete training material is contained within our Employee Training Manual.

Exhibit I: Employee Training Manual

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Chapter 6: Alcohol, smoke and drug-free policies

6-a) The ATC shall establish, implement and adhere to a written alcohol, drug-free and smoke-free workplace policy.

Compassionate Care intends to help provide a safe and drug-free work environment for our

clients and our employees. With this goal in mind and because of the serious drug abuse

problem in today's workplace, we are establishing the following policy for existing and

future employees of Compassionate Care.

The Company explicitly prohibits:

The use, possession, solicitation for, or sale of narcotics or other illegal drugs,

alcohol, or prescription medication without a prescription on our premises or

while performing an assignment.

Being impaired or under the influence of legal or illegal drugs or alcohol away

from Compassionate Care's premises, if such impairment or influence adversely

affects the employee's work performance, the safety of the employee or of others,

or puts at risk Compassionate Care’s reputation.

Possession, use, solicitation for, or sale of legal or illegal drugs or alcohol away

from Compassionate Care's premises, if such activity or involvement adversely

affects the employee's work performance, the safety of the employee or of others,

or puts at risk our reputation.

The presence of any detectable amount of prohibited substances in the employee's

system while at work, while on the premises of Compassionate Care, or while on

company business. "Prohibited substances" include illegal drugs, alcohol, or

prescription drugs not taken in accordance with a prescription given to the

employee.

The Company will conduct drug and/or alcohol testing under any of the following

circumstances:

RANDOM TESTING: Employees may be selected at random for drug and/or

alcohol testing at any interval determined by Compassionate Care and as

allowable by law.

FOR-CAUSE TESTING: Compassionate Care may ask an employee to submit to

a drug and/or alcohol test at any time as allowable by law if we feel that the

employee may be under the influence of drugs or alcohol, including, but not

limited to, the following circumstances: evidence of drugs or alcohol on or about

the employee's person or in the employee's vicinity, unusual conduct on the

employee's part that suggests impairment or influence of drugs or alcohol,

negative performance patterns, or excessive and unexplained absenteeism or

tardiness.

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POST-ACCIDENT TESTING: Any employee involved in an on-the-job accident

or injury under circumstances that suggest possible use or influence of drugs or

alcohol in the accident or injury event may be asked to submit to a drug and/or

alcohol test. "Involved in an on-the-job accident or injury" means not only the one

who was or could have been injured, but also any employee who potentially

contributed to the accident or injury event in any way.

If an employee is tested for drugs or alcohol outside of the employment context and the

results indicate a violation of this policy, or if an employee refuses a request to submit to

testing under this policy, the employee may be subject to appropriate disciplinary action, up

to and possibly including discharge from employment. In such a case, the employee will be

given an opportunity to explain the circumstances prior to any final employment action

becoming effective.

Exhibit J: HR Manual

6-b) The permit holder shall ensure that the policy is available to the Department upon request.

Compassionate Care will ensure that our alcohol, drug, and smoke free policy is available for

the Department upon request, and provided in our Human Resources Manual.

Exhibit J: HR Manual

6-c) The policy shall address the following: I. THE POLICY’S INAPPLICABILITY IF AN EMPLOYEE, WHO IS ALSO A QUALIFYING PATIENT, FAILS THE

DRUG TEST SOLELY BECAUSE OF THE PRESENCE OF MARIJUANA IN A CONFIRMED POSITIVE TEST

RESULT; II. THE ATC’S POLICY PROVIDING FOR PROBABLE CAUSE SUBSTANCE ABUSE TESTING CONSISTENT WITH

APPLICABLE STATE AND FEDERAL LAW; AND III. OPPORTUNITIES FOR ASSISTANCE OF AN EMPLOYEE WITH A SUBSTANCE ABUSE PROBLEM. IV. SPECIFIC PROCEDURAL INSTRUCTIONS FOR RESPONDING TO AN EMERGENCY, INCLUDING A ROBBERY

OR WORKPLACE VIOLENCE.

These policies are provided in our Human Resources Manual. Compassionate Care shall not

apply our alcohol, drug and smoke free policy to qualifying medical cannabis patients. All of

our procedures will be consistent with applicable state and federal laws. We will always seek

to provide opportunities for assistance to employees with substance abuse problems. Policies

on responding to emergencies, including robberies and workplace violence, are also provided

in our Human Resources Manual.

Exhibit J: HR Manual

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6-d) The ATC shall maintain a contract with an approved New Jersey employee assistance program.

Compassionate Care intends to work and contract with an approved New Jersey employee

assistance program. We recognize that employee assistance programs can help employees

with issues affecting job-related performance and well-being, which is a cause

Compassionate Care fosters within its own operations and training programs. Some of the

employee assistance programs we have identified and intend to work with include:

Associates for Life Enrichment

CARE EAP

Center for Psychotherapy and Addictions Treatment

Intervention Strategies International, Inc.

Lifeworks Employee Assistance Program

Lynne Pastor

Responseworks, Inc.

We also recognize that working with an employee assistance program can help complement

our efforts in assisting employees deal with problems such as personal relationships,

emotional conflicts, health care resources, parenting, transitions, decision making skills,

addictive behaviors, financial prioritizing, and work stress.

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Chapter 7: Security

7a) Each alternative treatment center shall provide effective controls and procedures to guard against theft and diversion of marijuana including, when appropriate, systems to protect against electronic records tampering.

Compassionate Care has consulted with several high-level security experts to develop a

comprehensive plan that protects our products, patients, employees, facilities, administration,

and neighbors. We intend to implement effective controls and procedures to guard against the

theft and diversion of marijuana. They are discussed in our Security Plan.

Some of the operational security measures include:

Third party security participation and monitoring

Recognizing potential security threats early on

Contingency planning

Transactional security (i.e., limited cash procedures, inventory, securing data and

network servers)

Delivery security (in conjunction with our service provider, Dunbar)

Employee security training

Employee background checks

Strict guest, media, and visitor procedures

Active neighborhood involvement

Emergency response planning

Some of the facility security controls include:

Utilizing secure buildings and locations

Providing on-site, secure parking

Having 24/7 coverage

Security systems (i.e., alarms, third party monitoring, overhead PA and panic

buttons, lockdown capabilities, video surveillance and recording, lighting)

Access control for ingress and egress

Perimeter security (i.e., fencing, uniformed armed security personnel)

Product security

Exhibit H: Security Plan

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7b) At minimum, each alternative treatment center shall:

7b-i) Install, maintain in good working order and operate a safety and security alarm system at its authorized physical address(es) that will provide suitable protection 24 hours a day, seven days a week against theft and diversion and that provides, at a minimum:

Immediate automatic or electronic notification to alert State or local police agencies to an unauthorized breach of security at the alternative treatment center; and

A backup system that activates immediately and automatically upon a loss of electrical support and that immediately issues either automatically or electronic notification to State or local police agencies of the loss of electrical support;

Compassionate Care intends to install and maintain safety and security alarm systems at our

cultivation and patient care centers. These systems will provide around the clock coverage,

seven days a week to protect against theft and diversion. In the event that our safety and

security systems are activated, notification will be sent to the directors of Compassionate

Care, our third party monitoring service, and State or local police agencies to alert them of

the security breach. These systems will be routinely maintenanced to limit false alarms, and

there will be battery and emergency generator backups to prevent any downtime of our

security systems.

7b-ii) Implement appropriate security and safety Sections to deter and prevent the unauthorized entrance into areas containing marijuana and the theft of marijuana;

Compassionate Care plans to implement security and safety measures to deter and prevent

the theft of cannabis or any the unauthorized access to areas containing cannabis. All

cannabis will be stored in highly secure areas with no public access. Our measures to

safeguard against unauthorized access include: perimeter fencing, security screening,

uniformed armed security personnel, electronic keycard access, and lockdown capabilities.

The primary preventative measure for unauthorized entrance will be through our keycard

access system.

Our keycard access system is a web-based IP access control system that enables real-time

control of each key card and entry point. We are able to define what the various security

zones are, and which individual key cards will grant access to the various areas. This

information can be quickly changed, so if an employee is terminated, for instance, his or her

keycard can be immediately disabled. In high security areas containing cannabis, keypad

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entry will be required in addition to an electronic card, preventing unauthorized individuals

who have come into possession of a keycard from gaining access. In the event of an

unauthorized keycard attempt, security personnel will be alerted to monitor the event to

determine whether it constitutes an attempted breach of security. Our intercoms and phones

will be able to communicate with a keycard holder in the event of a legitimate problem. The

passwords for managing electronic access will be constantly changed and managed by our IT

Department. More information is contained in our Security Plan.

Exhibit H: Security Plan

7b-iii) Implement security Sections that protect the premises, registered qualifying patients, registered primary caregivers and principal officers, directors, board members and employees of the alternative treatment center.

A comprehensive plan to protect our premises, registered qualifying patients, registered

primary caregivers, and principal officers, directors, board members, and employees is

provided within our Security Plan.

Exhibit H: Security Plan

7b-iv) Establish a protocol for testing and maintenance of the security alarm system;

After our security system installation, Compassionate Care will conduct monthly and annual

tests to ensure all systems are fully operational. We will request a service contract from our

manufacturers that includes regularly testing our system, sensors, electrical connections, and

batteries monthly. Our maintenance and security personnel will also be trained on how to

maintain these systems. In addition to human monitoring, our systems include warning alerts

to notify us of any occurring or imminent problems.

Ongoing maintenance includes:

Testing door/window sensors

Testing motion detectors and diagnosing problems (conducted by two people, one

person to walk in front of a motion sensor and the other to verify motion is

detected)

Testing smoke detectors (smoke detectors will be hard wired with battery backups

and have test buttons on each detector)

Testing and replacing smoke detector backup batteries (batteries will routinely be

replaced)

Testing the phone connection (false alarm tests with third party monitoring

company and law enforcement)

Testing wireless sensors and replacing their batteries

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Compassionate Care will have an industrial-scale power generator in the event of a larger

power problem so our systems do not rely on their battery backups.

7b-v) Conduct maintenance inspections and tests of the security alarm system at the ATC’s authorized location at intervals not to exceed 30 days from the previous inspection and test and promptly implement all necessary repairs to ensure the proper operation of the alarm system;

Compassionate Care will conduct maintenance inspections and tests of the security alarm

system at our cultivation facility and at our care center at intervals of not more than 30 days,

and we will promptly implement all necessary repairs to ensure the proper operation of the

alarm system. All inspections, inspection results, and maintenance records will be securely

kept for review as required.

7b-vi) In the event of a failure of the security alarm system due to a loss of electrical support or mechanical malfunction that is expected to last longer than eight hours:

Notify the Department pursuant to N.J.A.C. 8:64-9.8; and Provide alternative security measures approved by the Department or close

the authorized physical addresses impacted by the failure or malfunction until the security alarm system is restored to full operation;

With our routine inspections, prompt repairs, system self-monitoring mechanisms, battery

backups, and backup power generators, we do not anticipate our security alarm system being

down for more than eight hours due to loss of electrical support or mechanical malfunction.

If such an event occurs, we will immediately notify the Department pursuant to N.J.A.C.

8:64-9.8. Our emergency response planning will also include plans to close all access to our

cultivation and patient care centers until our security alarm system is restored to full

operation.

7b-vii) Keep access from outside the premises to a minimum and ensure that access is well controlled;

Access to our cultivation and patient care centers is strictly controlled. In our cultivation

facility, no patients, guests, visitors, media, or members of the public are allowed to enter

without special clearances. In addition, they must always be accompanied by security

personnel. The cultivation site has high security perimeter fencing, video surveillance,

security lighting, and a guard post to prevent unauthorized access. Our patient care center

will also have a secure perimeter with appropriate security clearance required for entry.

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Detailed information is provided in our Security Plan.

Exhibit H: Security Plan

7b-viii) Keep the outside areas of the premises and its perimeter well lighted.

Exterior lighting must be sufficient to deter nuisance and criminal activity and facilitate surveillance and must not disturb surrounding businesses or neighbors;

Security lighting will be used as a preventative and corrective measure against intrusions or

other criminal activity. Security lights are one of the most practical and effective ways to

prevent crime. Criminals look for areas with little to no lighting.

Our research has shown that downward directed and shielded security lighting of medium

intensity provides for the best outdoor vision. In addition to the position of the security lights,

controlling glare is an important consideration. This is essential for our security staff and

third party monitoring to be able to see an intruder. Our staff and surveillance technology

must be able to provide authorities with accurate descriptions and visual evidence in the

event of a security breach.

Specific security lighting we have considered for our cultivation and patient care facilities:

L-Shaped steel poles with vertically secured 18 and 20ft. high exterior adjustable

dual mounted 400 HPS lamps

Exterior 150 HPS wall sconces above all entrances and exits

Motion sensitive exterior perimeter lighting

Interior motion-sensitive ceiling and wall mounted luminaries

Exhibit H: Security Plan

7b-ix) Provide law enforcement and neighbors within 100 feet of the ATC with the name and phone number of a staff person to notify during and after operating hours to whom they can report problems with the establishment;

Name: William J. Thomas

Phone: 267.614.3341

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7b-x) Equip interior and exterior premises with electronic monitoring, video cameras and panic buttons.

A video surveillance system shall be installed and operated to clearly monitor all critical control activities of the ATC and shall be in working order and operating at all times. The ATC shall provide two monitors for remote viewing via telephone lines in State offices. This system shall be approved by the MMP prior to permit issuance.

The original tapes or digital pictures produced by this system shall be stored in a safe place with a 30-day archive;

In our Security Plan, we have provided a layout of our cultivation facility that features a

security overlay. The floorplan shows interior and exterior camera locations and other

security devices, as well as the area for around-the-clock video monitoring and DVR

locations. Our third party monitoring company will have video surveillance access for

additional protection, and Compassionate Care will provide the State of New Jersey with

remote access and at least two video monitors for viewing our facility via telephone lines.

We will obtain all necessary approvals by the MMP and follow the same procedures for our

patient care center. All video footage will be stored in our on-site 1,000 GB DVR, which is

capable of storing at least thirty days of video footage and will be expanded as needed to

comply. All recordings will be backed up to the internet daily to prevent loss of surveillance

footage in the event of an emergency.

Compassionate Care’s facilities will also incorporate an intrusion detection system that

includes a hold-up, panic, and critical condition signal monitoring service to give employees

an opportunity to react to a security breach. Panic buttons will be located in specific locations

throughout the cultivation facility to allow for easy employee accessibility. To prevent

misuse, we will train employees on when a situation warrants activating the alarm. The panic

buttons as well as the entire security system will be tested monthly to ensure that it is

working in the event of a real emergency. More information is provided in our Security Plan.

Exhibit H: Security Plan

7b-xi) Limit entry into areas where marijuana is held to authorized personnel;

Areas where marijuana is held are strictly secured, as described in earlier sections and in our

Security Plan. Only authorized employees will be given access to these areas. Keycard

access and PIN numbers are always required for entry. Maximum-security measures will be

taken in these areas, and they will be closely monitored by security and management.

In our cultivation facility, areas considered high-risk include:

Loading space

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Armored truck parking

Loading dock

Shipping/receiving

Packaging and curing

Harvest area

Trimming room

Security monitoring rooms

These areas are shown in our security floorplan. In patient care centers, all areas where

marijuana is held will undergo similar security measures.

Exhibit H: Security Plan

7b-xii) Consistently and systematically prevent loitering, that is, the presence of persons who are not on-duty personnel of the ATC and who are not ATC registrants engaging in authorized ATC-dispensary activity; and

Compassionate Care does not allow loitering around our facilities. For our patients visiting

our patient care center, we will provide our no loitering policy during their orientations and

in the patient handbook. Not complying with this policy could lead to involuntary

disenrollment or other disciplinary measures. For non-patient loitering or any loitering

around our cultivation facility, our security personnel will be trained on how to regulate it.

Any suspicious activity will be reported to law enforcement.

7b-xiii) Provide onsite parking.

Secured on-site parking will be provided. All entrants are required to pass though a perimeter

fence that is monitored by video surveillance. Access to parking areas in our cultivation

facility requires security clearance from our guard post. Access to parking areas in our

patient care centers is permitted during normal business hours with security personnel nearby

at all times. Parking areas are monitored 24/7, with ample lighting, to ensure individuals get

to and from their cars safely.

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Chapter 8: Reportable Events Upon becoming aware of a reportable loss, discrepancies in inventory, diversion, or theft,

whether or not the medicinal cannabis, funds, or other lost or stolen property is subsequently

recovered, and whether or not the responsible parties are identified and action taken against

them, we shall:

Immediately notify appropriate law enforcement authorities by telephone.

Notify the permitting authority immediately, and in no case later than three hours

after discovery of the event.

We shall notify the permitting authority within 24 hours by telephone at (609) 826-4935,

followed by written notification within 10 business days, of any of the following:

An alarm activation or other event that requires response by public safety

personnel;

A breach of security;

The failure of the security alarm system due to a loss of electrical support or

mechanical malfunction that is expected to last longer than eight hours; and

Corrective measures taken, if any.

We shall further maintain documentation in an auditable form for a period of at least two

years after the reporting of an occurrence that is reportable pursuant to this section.

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Chapter 9: Inventory Compassionate Care intends to keep adequate inventory levels of products available for our

patients. Having an oversupply of inventory leads to product degradation and security risks,

but having an undersupply of inventory leads to insufficient access to medicine. In order to

sustain sufficient inventory levels, our cultivation facility and patient care center facility will

communicate regularly and efficiently. When a particular strain is running low, we can

advise our cultivation facility to increase production. When we have an excess of a particular

strain we can decrease production accordingly, or offer pricing incentives to expedite sales.

One of the capabilities of our supply chain tracking system (described in Criterion 5,

Measure 3) is to control our inventory and anticipate future production needs. Under our

supply chain tracking system each plant in our cultivation facility is assigned a unique,

progressive serial number from the moment a cutting is taken. This serial number is entered

into our secure computer database so we are always aware of the number of plants within our

facility and their strain. We are also aware of the current status of the plant (e.g., whether it is

in the vegetative stage of growth or the flowering stage of growth). This information allows

us to forecast inventory levels for the future, so if a patient ever inquires when a part icular

strain will be available, we can quickly determine how many of those plants are in

production, what stage of production they are in, and how long until the plants are ready to

harvest.

After harvesting, when the medical cannabis is securely transported to our patient care

center, our supply chain tracking system is integrated with the secured database of our

delivery company and patient care center. After a product from our cultivation facility is

placed in transit, the status of the package is updated pending delivery confirmation, and then

the status is updated when it is received by the patient care center. Once the product is sold at

the patient care center, information as to the patient it was sold to will be associated with the

serial number of our plant, so there is traceability from seedling to sale. Even in the absence

of physical communication,, our secure technology allows us to retrieve current inventory

levels in our patient care center so the cultivation personnel are made aware of any possible

shortages or overages.

Inventory will be manually performed every day in the patient care center to verify the

accuracy of our computerized inventory management system and prevent diversion. Manual

inventory will also be performed in our cultivation facility on at least a weekly basis to

ensure all products, byproducts, and discarded items in our operations are accounted for.

Information will be kept for a period of at least 7 years, or as otherwise required by the State

of New Jersey.

Regular inventory and supply chain tracking allows us to prevent diversion or distribution to

non-medical recipients. We will take the following measures to prevent diversion:

At the time of each purchase, verify an individual’s status as a qualified patient or

caregiver with a valid identification card;

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Have the individual agree not to distribute cannabis to non-patients;

Have the individual agree not to use the cannabis for other than medical purposes;

Maintain membership records on site or have them reasonably available;

Track when members’ medical cannabis recommendation and/or identification

cards expire;

Enforce conditions of membership by excluding members whose identification

card has expired, or who are caught diverting cannabis for non-medical use;

Track each patient’s purchases to make sure he or she is not purchasing more than

legally allowed;

Refuse to transfer medical cannabis to any person, even if legally qualified, if

there is reason to believe such person or entity is using cannabis for non-medical

reasons or is likely to divert such medical cannabis to persons or entities

unauthorized to possess it under state law.

To prevent diversion in our cultivation facility, our supply chain tracking system follows

every plant from seedling to sale, so we can verify the destination of every product

Compassionate Care produces and sells. This system allows us to:

Prevent shrinkage within the facility, whereby plants are stolen, since each plant

has a barcode and if it is missing we will know that a serial number is

unaccounted for;

Compare average yields of plants, whereby if plants in particular areas are

yielding less end product we can alert security to a possible concern; and

Require the accounting department to obtain delivery confirmations for every

product delivered, and log that information with our record keeping system.

Furthermore, all patient care center sale transactions are done through a point of sale

cashiering system; two background checked employees manually verify inventory counts

daily, and we use storage safes for any excess inventory.

Compassionate Care believes that having strict guidelines aimed at preventing diversion, and

creating an inventory tracking system that allows us to follow each plant from seedling to

sale, we will be able to create a closed loop system where cannabis does not end up in the

possession of a non-medical user. All of the information pertaining to production,

transferring, sales, and patients will be securely kept and available for review by the State of

New Jersey as required by law.

Minimal inventory procedures

Compassionate Care will develop a comprehensive inventory system that keeps track of all

medicinal cannabis, including cannabis available for cultivation and usable cannabis

available for dispensing, from seedlings to mature cannabis plants and unusable cannabis, at

our authorized location, beginning on the date we first engage in the production or dispensing

of medicinal cannabis. We anticipate beginning with no medicinal cannabis on hand, and we

will record this fact as the initial inventory. Cannabis is deemed to be “on hand” if it is in our

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possession or control.

Our inventory shall include damaged, defective, expired, or adulterated cannabis awaiting

disposal, including the name, the quantity, and the reasons for which we are holding the

cannabis. Compassionate Care will comply with the State of New Jersey’s Health and Senior

Services Medicinal Marijuana Program for minimal inventory requirements, which includes:

Establishing inventory controls and procedures for the conduct of inventory

reviews and comprehensive inventories of cultivating, stored, usable, and

unusable cannabis;

Conducting a monthly inventory of cultivating, stored, usable, and unusable

cannabis;

Conducting a comprehensive annual inventory not more than one year from the

date of the previous comprehensive inventory;

Promptly transcribing inventories by use of an oral recording device;

If cannabis is disposed of, maintaining a written record of the date, the quantity

disposed of, the manner of disposal, and the persons present during the disposal,

with their signatures;

Keeping all records for a minimum of two years; and

For all inventory records, at a minimum, including the date of the inventory, a

summary of the inventory findings, and the name, signature, and title of the

individuals who conducted the inventory.

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Chapter 10: Destruction of marijuana Compassionate Care has developed a return policy based on our principles and our

understanding of the Medical Marijuana Program (the ―MPP‖). We anticipate that aspects of

the return policy may be revised as the Department further clarifies the rules of the Program.

Compassionate Care’s policy on unused or returned medication is guided by three orienting

objectives:

Ensure product safety issues are promptly identified, analyzed, and corrected;

Provide excellent value and service to our patients; and

Minimize opportunities for diversion.

Before a batch of medicinal cannabis is packaged, a sample will be tested in our laboratory

for pests, molds, and other contaminants, and we will also analyze the cannabinoid profile of

the product (details are provided in Criterion 5, Measure 3). Any medicinal cannabis found

to be deficient, whether because of mold, excessive THC, or other issues, will be incinerated.

In addition, excess inventory will periodically be destroyed to prevent any unauthorized use

or distribution. An on-site incinerator in a secure room of the facility will be used for this

purpose and operated by highly trained personnel.

If a patient or caregiver returns product claiming that it is defective, our staff will complete a

report on the complaint and take possession of the returned product. The returned product

will be weighed, and if the returned product is >50% of the volume purchased, the customer

will be eligible for a full refund of the purchase price. Also, the customer may apply the

value of the product returned to another medication purchase. As each patient may only

purchase two ounces of medication per month, patients returning >50% of a quantity of

medicine for quality reasons will be able to replace that allotment within their two-ounce-

per-month purchase limit. Patients making returns of less than half of the product purchased

will be eligible for a refund of the purchase price, but they will only be able to buy substitute

product if they have not reached their purchase limit for the month, inclusive of the product

returned. With this policy we hope to balance consumer protections with the Act’s objective

to limit personal consumption of medicinal cannabis to no more than two ounces of medicine

per month and prevent diversion.

Any product returned for quality reasons will be sent to our laboratory for inspection and

analysis. If the product has evidence of pests, contaminants, or other problems, we will use

our inventory tracking system to identify all products produced from the same plant, whether

they are in our cultivation facility or patient care center, or have been sold to patients and

caregivers. Upon receipt of returned product from the patient care center the product

received will be weighed and its weight compared to recorded weight of the product when

returned. Management and security will investigate discrepancies and any reportable events

will be communicated to the Department. Once the source plant associated with a product

quality problem has been identified, any related product that remains in our possession will

be returned to the lab for inspection and the product will be destroyed. We will also issue a

consumer alert to patients who have received related product, and they will be encouraged to

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return the potentially damaged product to their patient care center. Any returned product

received by our patient care center will be sent to our cultivation facility where it will be

incinerated after appropriate samples have been provided to the laboratory for analysis.

Throughout this process the volume of the product will be recorded in our inventory

management system, so there will be thorough documentation of the product’s disposition

and any diversion can be identified and managed as required by New Jersey law and the rules

of the Department.

Permit Expiration

If our permit to operate ur ATC expires without being renewed or is revoked, Compassionate

Care will comply with the State of New Jersey’s Health and Senior Services Medicinal

Marijuana Program for destruction of cannabis and recordkeeping, including:

Destroying or disposing of all unused cannabis or surplus inventory in our

possession by providing it to the New Jersey State Police for destruction;

Creating and maintaining a written record of the disposal of cannabis that is

identified for disposal, weighing and inventorying it prior to destruction; and

Discontinuing production of cannabis.

Within 10 business days after destroying the cannabis, we shall notify the Department, in

writing, of the amount of cannabis destroyed.

Cannabis No Longer Required

We shall disclose to a qualifying patient or a primary caregiver who is in possession of

unused, unadulterated cannabis that is no longer needed for the qualifying patient’s medical

use the he or she shall dispose of the cannabis by:

Returning it to an alternative treatment center; or

Transporting it or arranging for pickup by State or local police.

The person or entity submitting cannabis for disposal pursuant to this section shall present a

valid registry identification card and a within ten business days after destroying the cannabis,

we shall notify the Department, in writing, of the amount of cannabis destroyed.

Qualifying patients or primary caregivers in possession of unused, unadulterated cannabis

that is no longer needed for the qualifying patient’s medical use shall dispose of the cannabis

by:

Returning it to our patient care center where they purchased the cannabis; or

Transporting it or arranging for pickup by State or local police.

The person or entity submitting cannabis for disposal pursuant to this section shall present a

valid registry identification card and a New Jersey driver’s license or other State-issued

photographic identification to us or the police, as applicable.

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Appendix

H

Security Plan

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Security Plan Compassionate Care understands the most important assets we have are not our products,

but our people. That’s why Compassionate Care has approached our security plan with

the seriousness of not only protecting our equipment, inventory, and products, but, more

importantly, the lives and well-being of our community and team members. We are

keenly aware of the added security challenges that our business faces, and we have taken

extensive measures to have policies, procedures, and systems in place to provide

comprehensive protection.

We have consulted with Barragan Corp International (BCI), a world-wide safety/security

company, to make sure our security plan considers all possible threats while utilizing

today’s most up-to-date technology to counteract them. BCI is owned and operated by

former Department of Defense Security/Safety Specialist, David F. Barragan, a 24-year

Marine and former Director of Safety and Security for all Marine Corps Installations west

of the Mississippi, additionally Mr. Barragan was Detachment Commander of American

Embassies in Lima Peru, Athens Greece, and Dhahran Saudi Arabia. While BCI has

designed many comprehensive security solutions, Mr. Barragan has personally

experienced them, with firsthand knowledge of the various tactics that can be used to

overcome traditional security measures. BCI understands the various security concerns

that we may anticipate.

We have divided our security plan into two components: Cultivation Facility Security and

Operational Security. Both categories are designed to minimize our security exposure

and prevent breaches. However, in the event that preventative measures fail, our

operational solutions are designed to quickly detect, monitor, contain, counter, and report

situations that do occur.

FACILITY SECURITY

This section pertains to our cultivation facility, as our patient care facility has not been

chosen yet. Our cultivation facility is designed to include physical safeguards that protect

against security breaches and trigger an immediate response. After choosing consultants

with appropriate experience levels to manage this project, the next security decision we

made was during our site selection. For each possible site we took physical security into

consideration. We wanted to find a space with as many intrinsic security features as

possible, based on such things as location, layout, existing security systems, neighboring

uses, and building finishes. Each site was analyzed for barriers, control points, points of

entry, roofing, lighting, hardware, building finishes, and other security considerations. It

was important to find a facility located in a secure area, fabricated with durable material

that would reduce our exposure to security risks, and not visible from the street or public

areas.

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Specific selection criteria included: set back from any high traffic intersections; secure

avenues of ingress and egress; located in an industrial park; not located near any schools,

freeways, residential housing, or places of worship; and not accessible via foot traffic.

At the facility we have chosen, the existing building is constructed of masonry. The 12‖

thick concrete exterior perimeter walls provide a solid base for security. There are no

exterior windows anywhere on the building, and the exit doors have no external access—

they exist for egress purposes only. These doors have mechanisms only for exiting the

cultivation facility, with no exterior handles or hinges. If an intruder tried to enter the

cultivation facility, he would not be able to use the doors as an entry point. Since there

are no windows and no doors with exterior entry, potential intruders would have great

difficulty gaining unauthorized access. Limiting access through these existing design

elements deters and reduces the likelihood of unwanted intrusion.

Law Enforcement Assessment

Compassionate Care has submitted its security plan for review by several highly-

experienced security consultants, including leaders in the Metropolitan Transportation

Authority Police Department and the Detectives’ Endowment Association, Inc and TRC

Corporation. These consultants have concluded that Compassionate Care’s plan meets or

exceeds current standards for policing and securing of this type of facility (see Appendix

J). We have reached out to local law enforcement officials as well, and as we move

forward we will develop plans to coordinate our security measures with their policies and

procedures.

Secured Employee Parking

Secured parking will be provided for Compassionate Care’s employees. All employees

will be required to enter though the main campus security gate. This gate will be

monitored and on-site security personnel will grant authorized access. Compassionate

Care will encourage the use of carpooling and public transportation, and individuals

arriving at the site through these methods will be dropped off in front of the secured

campus and granted pedestrian access by security. Before entering the cultivation

facility, a final security clearance is required. Authorized individuals will need keycard

access to enter the various areas. To ensure employees get to and from their cars safely,

parking areas will be provided with ample lighting and monitored 24/7 by our security

personnel and surveillance system.

Around the Clock Coverage

Plants grow 24 hours a day, 7 days a week. Therefore, Compassionate Care plans to have

staff and security on site 24/7. Sufficient security staff will always be available to

monitor the cultivation facility, parking lots, and campus, including at least 3 security

guards overseeing the surveillance systems and servers in the security department. Our

security systems will operate around the clock to prevent and detect threats and alert our

staff to any possible breaches. These systems will be checked regularly to ensure proper

functionality. Our internal security guard force will monitor all of these systems and our

cultivation facility and our corporate headquarters, so even in the event that our security

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personnel are unable to detect a problem, there is an additional layer of observation and

protection.

Security Systems

Compassionate Care plans to have in place a comprehensive security system that includes

alarms, third party monitoring, overhead PA and panic buttons, lockdown capabilities,

video surveillance/recording and security lighting. Intrusion detection mechanisms,

including alarms and video surveillance, will be located strategically throughout the site.

Specifically, entries and exits will be secured, and cameras will be located on the exterior

and interior of the building to capture suspicious behavior.

Alarms

Compassionate Care has reviewed various alarm systems available in the market today

and has chosen Henry Bros. Electronics VISTA 128BPE security alarm system to

monitor access to the cultivation facility, specifically all entry and exit points. Alarms

serve to deter unauthorized access once an intruder has breached at least one of our

security layers. The hope is that once an audible alarm is triggered an intruder will flee.

With our silent alarm system the objective is to catch an intruder in the act or prevent the

aggravation of a dangerous person while simultaneously alerting the authorities and our

security team.

Silent alarm panic buttons will be placed throughout the cultivation facility. They will be

used to alert our corporate headquarters to take appropriate action. Our on-site security

will have access to our video surveillance and can identify the level of threat and

emergency. Generally, silent alarms are advisable in situations where an intruder is

unaware of detection and triggering a siren alarm would put our staff in danger. Given

the level of security barriers, it is unlikely an intruder will overcome them and cause a

situation where a silent alarm is necessary. Silent alarm and panic buttons will likely be

more appropriate if someone granted access becomes unruly and threatens staff.

The system will provide intrusion detection, such as laser beam penetration and

unauthorized keycard access that notifies our on-site security and corporate headquarters

of the specific area of the problem. This system covers multiple points of entry in case

there is more than one intruder. Generally, alarm distress signals will be siren alarms that

are loud, can scare off or disorient intruders, and alert all staff to a security breach.

In the event that someone has already gotten into the building, our door contacts will

accurately detect exiting and cause appropriate alarms to go off when doors are forced

open. This system alerts security staff and appropriate Compassionate Care personnel.

To prevent the of New Jersey Police Department’s resources, Compassionate Care staff

will contact the New Jersey Police Department only if the threat is deemed legitimate.

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Ongoing maintenance and testing

After our security system installation Compassionate Care will conduct monthly and

annual tests to ensure all systems are fully operational. We will request a service contract

from our manufacturers that includes regularly testing our system, sensors, electrical

connections and batteries monthly. Our maintenance and security personnel will also be

trained on how to maintain these systems. In addition to human monitoring, our systems

include warning alerts to notify us of any occurring or upcoming problems.

Some of the areas that tests will be done include:

Testing Door/Window Sensors

Testing Motion Detectors & Diagnosing Problems (conducted by two people, one

person to walk in front of a motion sensor and the other to verify motion is detected)

Testing Smoke Detectors & Battery Replacement (smoke detectors will be hard wired

with battery backups and have test buttons on each detector)

Testing and Replacing the Backup Battery (batteries will routinely be replaced)

Testing the Phone Connection (false alarm tests with 3rd

party monitoring company

and law enforcement)

Testing Wireless Sensors & Replacing Batteries

Compassionate Care will have an industrial-scale power generator in the event of a larger

power problem so our systems do not rely on their battery backups.

With our routine inspections, prompt repairs, system self-monitoring mechanisms, battery

backups and backup power generators, we do not anticipate our security alarm system

being down for more than eight (8) hours due to loss of electrical support or mechanical

malfunction. If such an instance happens, we will immediately notify the Department

pursuant to N.J.A.C. 8:64-9.8. Our emergency response planning will also include plans

to close all access to our cultivation and patient care centers until our security alarm

system is restored to full operation.

Compassionate Care will conduct maintenance inspections and tests of the security alarm

system at our cultivation and dispensary care center in intervals not to exceed 30 days

from the previous inspection and test and promptly implement all necessary repairs to

ensure the proper operation of the alarm system. All inspections, inspection results and

maintenance records will be securely kept for review as required.

Third Party Monitoring

Compassionate Care has decided to utilize monitoring from the corporate headquarters to

help deter, detect, and document security events at the cultivation facility. Trained

professionals from the security staff located at our corporate headquarters will be able to

access our security surveillance system at all times and will report and document any

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suspicious activity. Our internal security department will establish guidelines for what

entails suspicious activity.

There will be triggers around the cultivation facility to alert our monitoring team of a

possible intrusion or unauthorized access. Triggers can be:

Motion-sensor surveillance cameras

Motion-sensor laser beams

Unauthorized electronic access

Security and fire alarms

Silent alarms

If a security alarm is activated or someone unauthorized tries to access a restricted area

with a key card, an alert will automatically be sent to our corporate headquarters. The

corporate staff will be able to see what is happening remotely via our surveillance system

and determine if the incident represents a security breach. Typically an alarm or

unauthorized key card attempt represents a higher concern than motion-sensor

surveillance or laser detection.

For motion-sensor surveillance or laser detection, triggers must be configured around

access needs by staff. We will work together with our security consultants and subject

matter experts to designate areas that are considered off-limits for staff during certain

hours (typically after normal business hours, 5PM-8AM). Any movement in these areas

during those times will trigger an alert to our monitoring team. For example, if there were

an after-hour access request in the shipping and receiving department (see site plan in

Appendix H), where our finished products are stored, an alert would be sent to our

monitoring team notifying them of a possible security breach. The monitoring staff

would be able to see what was happening inside the cultivation facility and determine if

the incident represented a security breach.

Overhead PA and Panic Buttons

Compassionate Care’s cultivation facility will incorporate an intrusion detection system

that includes a hold-up, panic, and critical condition signal monitoring service to give

employees of Compassionate Care the opportunity to react to a security breach. Panic

buttons will be located throughout the cultivation facility to allow for easy employee

accessibility. We will train employees on when or not a situation warrants activating the

alarm. The panic buttons as well as the entire security system will be tested monthly to

ensure that they are working in the event of a real emergency.

In the event of a security breach, an overhead PA system will alert employees to the

emergency and direct them on the appropriate way to respond. Security personnel will be

responsible for operating and providing instructions over the PA system. The PA system

will be primarily accessed through the Security Department, but anyone on the premises

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can access the PA through any telephone within the cultivation facility. As an additional

safeguard, the on-site security supervisor will at all times have a mobile panic remote in

the case an employee cannot reach the panic button in a timely manner.

The PA system is connected to speakers throughout the cultivation facility so all staff can

be made aware of a critical happening. Part of the training protocol for all Compassionate

Care staff will include emergency drill training, so staff is adequately prepared to

respond.

Strategically placed red emergency phones will also be located in every department of the

cultivation facility. Located on the wall next to these phones will be phone numbers of

emergency service providers. While these phones traditionally are used for fire safety,

they can also be used for security purposes.

Lock Down Capabilities

Our Electronic Access Control system gives us the ability to centrally lock down our

entire cultivation facility. Each access point is controlled from a central membrane, and

in the event of an emergency, our security department can lock down any sector, from a

single door (partial lock down) to the entire cultivation facility (complete lock down).

This allows us to respond to different levels of threats and keep a problem contained. The

system can also be used to keep doors unlocked, allowing free access in the event of an

evacuation. Since each door can have unique access specifications, our system allows us

to lock down the cultivation facility to everyone with the exception of a certain access

class, such as our security personnel, or those with a special keycard, which could be

given to law enforcement.

In creating a lockdown plan, adequate staff training is imperative. Appropriate training

will include all staff. Security personnel will be routinely trained on what situations may

require a lock down and how to operate the system. Staff will be trained on what to do in

the event of a cultivation facility lockdown.

Compassionate Care will also make sure in the event of an emergency lockdown there is

adequate communication. A lockdown will automatically alert our corporate staff that

there is a critical situation at our facility. The lockdown will register on our overhead PA

system, notifying all personnel what’s happening. Additional communication measures

include sending text messages and emails to the cell phones and mobile communications

devices of directors and management.

By controlling entryways and exits, as well as movement within the cultivation facility,

authorized security personnel will be better able to contain and handle threats. Regular

training for staff will incorporate the most effective lockdown procedures. To manage

emergencies effectively, we will use communication methods that can distribute

emergency instructions quickly and widely during an event.

Video Surveillance / Recording

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Video surveillance is the cornerstone of our security system. Our surveillance systems are

a strong deterrent and will help Compassionate Care monitor the entire facility and its

surroundings. A variety of specialty cameras, such as infrared, motion-sensor, PTZ, fixed

zoom, low-light, megapixel, IP, and night vision cameras will be used in our video

surveillance. All cameras will have the tilt/pan/zoom capabilities and will have secure

off-site internet access. Compassionate Care encourages the State of New Jersey to

participate in surveillance access to its cultivation facility, similar to the practices in

Colorado for compassionate caregiver monitoring. We view this as an additional

monitoring measure to keep our employees and products safe.

Our security consultants have determined that a total of 39 vandal resistant, low power

consumption exterior and interior cameras need to be installed (see Picture X). These 39

cameras will be dynamic and have the ability to respond to motion and communicate

suspicious activity to our corporate monitoring personnel. Our indoor cameras include

discreet 2.0 megapixel cameras. Our exterior cameras offer high resolution and weather

resistant features that ensure a clear picture with every use. In addition to our corporate

monitoring, by the time we are in full operation, our internal Security Department will

always have at least 3 staff members present to oversee the security systems and

monitors, and they have the ability to call up 6 additional guards within 15 minutes. To

adequately secure the cultivation facility 24hrs a day, 365 days a year, the video

component of our security plan includes:

Exterior Monitoring – We believe 4 surveillance cameras are sufficient for monitoring

and recording events on the surrounding lot, and 4 surveillance cameras for

monitoring the exterior of the cultivation facility. Accordingly, four 5-50mm AL VF

Outdoor Dome Cameras will be used. These cameras are all-weather high definition

cameras with day and night capabilities. With these megapixel cameras,

Compassionate Care will have clear, crisp images that let us see the important details

we need for identification. This includes face and license plate recognition, while still

capturing a full field of view for exterior monitoring.

Interior Monitoring – We believe 14 cameras for the interior of the cultivation facility

are sufficient to provide complete coverage. High definition cameras placed in

specific high security areas will have forensic capability. We have chosen Speco

Color Series Indoor cameras for our interior needs. These cameras will be operable

24/7, have the ability to respond to motion, and will alert appropriate security

personnel of suspicious activity. The cameras will have infrared/night vision

capabilities and be heat sensitive, which allows them to respond to human

movements. The camera locations are depicted on the security floor plan included in

Appendix H.

Night Monitoring – Compassionate Care’s cultivation facility will be monitored 24

hours a day. Security personnel will be on site during the evening/night hours and will

monitor the facility through the camera systems as well as through scheduled

cultivation facility and site walks. All exits and entrances will be monitored though

our intrusion detection system 24 hours a day. In addition to being dynamic, these

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cameras will have infrared capability and be heat sensitive, ensuring that personnel

can identify unusual activity and be alerted only when necessary.

Body Cameras – Compassionate Care plans to use body cameras with certain types of

staff, such as exterior security personnel and those working in the shipping and

receiving department, where all of our finished products are kept. By placing body

cameras on individuals that provide products to our unmarked van delivery service,

we can monitor any product that leaves the cultivation facility. This will ensure

employee protection and non-diversion. In case of a security breach during delivery,

the high definition body cameras will record the event and provide forensic evidence.

As with cameras located at the physical site, the data from the body cameras will be

backed up and stored as necessary.

Lighting

Security lighting will be used as a preventative and corrective measure against intrusions

or other criminal activity at the cultivation facility. Security lights are one of the most

practical and effective ways to prevent crime. Statistics have shown that a well-lit

property reduces crime because lighting acts as a deterrent. Criminals most likely look

for areas with little to no lighting. With our security consultants, we have performed a

comprehensive site evaluation to ensure that more than sufficient lighting exists,

especially in areas otherwise overlooked and with dark surroundings.

Our research has shown that downward directed and shielded security lighting of medium

intensity provides the best outdoor vision. In addition to the position of the security

lights, controlling glare is a major consideration. This is essential for security. Our staff

and third party monitoring must be able to see an intruder, and our surveillance must be

able to capture clear images.

The specific security lighting proposed for our cultivation facility includes:

L-shaped steel poles with vertically secured 18 and 20ft. high exterior adjustable dual

mounted 400 HPS lamps

Exterior 150 HPS wall sconces above all entrances and exits

Motion sensitive exterior perimeter lighting

Interior motion sensitive ceiling and wall mounted luminares

Lighting is integral to our crime prevention strategy through environmental design.

Without risking a reduction in safety features, wherever practical Compassionate Care

seeks to use energy efficient bulbs to maintain our goal of being a carbon-neutral, LEED

Certified cultivation facility.

Access Control / Ingress and Egress

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The electronic access control management system we have chosen is the Honeywell

NetAXS Access Control system. NetAXS is a web-based IP access control system that

enables real-time control of each key card and entry point. We are able to define what

the various security zones are, and which individual key cards grant access to the various

areas. This clearance can be quickly changed using NetAXS. If an employee is

terminated, for instance, the employee’s key card can be immediately disabled.

Likewise, if an employee receives a promotion and needs additional access, NetAXS can

make those changes quickly.

Compassionate Care will have 3 levels of security access in our cultivation facility. The

lowest level of security will be Level 1 and include:

The Conference Room

Break Room

Men’s and Women’s Showers, Bathroom, and Lockers

Janitorial Room

Level 2 (Moderate Risk) Access will include:

Mechanical Room

Lab

Extractions Room

Administration Building

Nursery (Cloning)

Vegetative Room/Area

Level 3 (High Risk) Access will include:

Loading Space

Armored Truck Parking

Loading Dock

Shipping/Receiving

Packaging and Curing

Harvest Area

Trimming Room

Security Monitoring Rooms

At every access point is a card reader that requires a keycard to grant access, and a

surveillance camera that monitors the door. In extremely high security zones (i.e. Level

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3), key pads will be installed and a PIN required to gain entry. This protects against a

situation where an authorized employee loses his/her access card, and it is recovered by

an unauthorized individual before the card has been reported lost to the Director of

Security. Additional security for Level 3 areas include dual person access and dual entry

access. In the event of an unauthorized keycard attempt, security personnel will be alerted

to monitor the event to determine whether it is an attempted breach of security. Our

intercoms and phone can be utilized to communicate with a keycard holder in the event of

a legitimate problem.

Compassionate Care will be able to instantly review access activity by user and by

individual doors. We can see where each individual has traveled or look at a particular

entry point to see which individuals have accessed that area. This information helps us

narrow our focus in the event of a problem.

We will also have the ability to add customized notifications in the event of an

emergency. These customized notifications include email or cell phone alerts that can

notify appropriate staff of specific emergency alerts and access breaches. Linked with

security cameras, instant playback of events, including video and logs of door access,

will be available in the event of an emergency and can also be accessed remotely through

hand held devices.

Compassionate Care anticipates having many different layers of security access. Each

security zone has different security measures to protect that area, and the electronic

access control system regulates which individuals can access these areas. Some keycard

restrictions reflect operational rather than security concerns. For instance, individuals

that enter areas with male plants will not be allowed to enter areas with female plants to

prevent pollination, even though they have the same access. Generally, horticultural staff

will only be given access to the specific departments where they have direct

responsibilities in order to prevent contamination. In most circumstances, they will not

even be able to enter adjacent departments, so if contamination does occur, it is isolated

to the specific area worked by that staff person.

The passwords for managing Electronic Access Control will be constantly changed

through the IT Department. This will ensure only authorized security personnel can

regulate access levels.

Perimeter Security

Our surrounding campus security involves several layers of protection. The first layer is

our gate that surrounds the entire perimeter of the property. The second layer is the

uniformed security personnel that will be supplied by BCI Strategic Risk management.

The last level of perimeter security is our monitoring system that comprises video

surveillance, alarms, and optimal lighting.

Fence/Gate (Intrusion Detection)

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Compassionate Care is located within a secure campus. The entire site will be enclosed

within an 8’ high fence. There is only one entrance into the site. During Phase 1 of our

construction this gate will be reinforced by industrial strength steel. Heavy grade bollards

will be set every 4’ around the perimeter for additional security. The entrance consists of

a security gate that is monitored 24/7 by high definition day/night cameras and intrusion

detection systems. This 12’ high fence will provide an initial barrier to potential

intruders. Our independent security consultants confirm that deterrents such as these

ultimately prevent intruders from entering the site because it decreases the likelihood of

successful access and increases their chances of getting caught.

In the event that an intruder does try to access the site, our security cameras will be able

to capture clear images of the individual. Whether the attempt is successful or not, these

images will be sent to the New Jersey Police Department for further investigation.

Uniformed Armed Security Personnel

Uniformed armed security personnel will be on site monitoring the cultivation facility

24/7. Compassionate Care has consulted with BCI Strategic Risk Management, an

international protective services firm, for its 24/7 security guard needs. All security

personnel will be thoroughly screened, trained, and strictly supervised by BCI to ensure

they are acclimated to our cultivation facility’s unique needs. BCI will work in

conjunction with Compassionate Care’s Security Department. The Director of Security

will screen and conduct trainings to ensure that uniformed personnel can effectively carry

out our security objectives.

In collaboration with our consultants, we have determined that a total of 3 on-site security

guards will be required to monitor and protect the cultivation facility at all times. The

break-down of these 3 security guards is as follows:

1 guard will patrol the perimeter (with at least 1 stationed by the Shipping and

Receiving Department during operation).

1 guard will monitor images from surveillance cameras inside the cultivation facility,

monitor the cultivation facility entrance and login anyone attempting to enter the site,

and monitor the campus gate and cultivation facility gate.

1 will supervise all security staff and freely travel the cultivation facility and campus

as needed

At the end of every shift, security personnel will be required to document any happenings

every 60 minutes and report any unusual activity occurring during their shift. These notes

will automatically be maintained in a database and electronically managed for future

retrieval.

Loitering

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Compassionate Care does not allow loitering around our facilities. For our patients

visiting our patient care center, during their orientations and in their patient handbook we

will provide our no loitering policy. Not complying with this policy could potentially

lead to involuntarily disenrollment or other disciplinary measures. For non-patient

loitering or any loitering around our cultivation facility, our security personnel will be

trained to consistently and systematically regulate this. Any suspicious activity will be

reported to law enforcement.

Product Security

Product security is ensured at every step of the process. By limiting access to the

cultivation facility and monitoring activities inside the facility, the mechanisms discussed

above will protect products from theft and tampering 24 hours a day, 7 days a week.

Added protection will be provided through our supply chain tracking software which will

record, track and monitor our products from seed until sale (see Criterion 4, Measure 1).

All products are required to go through a quality assurance assessment throughout

different stages of the growth and production cycle. Any tampering not immediately

noticed via surveillance camera will be caught during product safety testing.

In the event that a finished product is packaged after the last unmarked van delivery has

left for the day, it will be stored overnight in our safe. In consultation with our insurance

provider, JCH Insurance has suggested the use of the AMSEC AmVault CF5524. This

safe has the proven ability to withstand temperatures up to 1850 F and unwarranted entry

using sledgehammers, power saws, carbide disc cutters, and drills. The safe is equipped

with a three-way active bolt mechanism engaging the bolts horizontally and vertically

into the body of the safe. All finished products will be stored in the safe overnight and

then shipped out the next morning. All other products that are unfinished, immovable, or

in the development stage will be protected overnight by the system of surveillance

cameras, alarms, and armed security just described.

OPERATIONAL SECURITY

Our operational security measures are policies and procedures that are an important

component of reducing the threat to our facility, employees, contractors, products,

patients, administration and data.

Securing Data, Network & Servers

In today’s technological era, data and information have become as susceptible as goods

and products. While our IT Department is responsible for protecting our data against

intruders, basic measures that will be taken to protect our information include:

Virus protection

Spam-filtering software

Firewalls

Software and OS Updates

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Passwords

Physical security of data storage centers

No portable laptop computers

Secure Wireless networks

Restricted Web browsing

Data Backups

Backing Up Security Data

Having a system in place to back up and protect security data is just as important as

capturing security information. Often times a theft or security breach is not detected at

the time of the incident, and it’s important for Compassionate Care to be able to retrieve

historical information to see what took place. Therefore, our data backup plan is

designed to protect vital information.

The surveillance camera system will have a digital video recorder (DVR) with a

minimum of 1,000GB of storage. While the DVR will allow us to retrieve several weeks

of historic information, all of the recordings will be backed up online onto a much larger

database. That way, in the event our DVR is damaged, stolen or malfunctioning, all of

the recordings will still be retrievable online via a highly secure network access. Online

back-up is automatically done multiple times throughout the day, so there is never an

incident where vital data was not backed up.

We will have secured access to real time alarm history, service ticket information,

suspicious activity reporting, and open/close activity from our security system through

the web. All of this surveillance and security information is backed up, whereas in the

event of an emergency, natural disaster, or criminal breach, all of our security

information is safe in a remote location

Neighborhood Involvement

Compassionate Care is committed to participating in a fruitful partnership between the

local police department and the community to encourage safety and prevent crime in the

area surrounding the proposed cultivation site. As a means to gain a greater

understanding of the most problematic issues and general neighborhood concerns,

Compassionate Care’s will coordinate regularly neighborhood meetings.

Emergency Response

Compassionate Care recognizes the importance of maintaining an integrated Emergency

Response Plan to maintain the safety and well-being of its employees and visitors. In the

event of a potential security breach, Compassionate Care will maintain the following

emergency response protocol in order to conserve valuable municipal resources.

On site security personnel will determine if security breach is an actual threat

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Our 3rd

party monitoring center will automatically be notified electronically if the

breach has been initially detected through the security system and determine the

extent of the threat

If security breach is determined to be an actual threat, local and state authorities will

be notified as required as required.

Reporting Problems

Law enforcement and neighbors within 100 feet of our facility will be provided with the

name and phone number of a staff person to notify during and after operating hours to

whom they can report problems with the establishment. At this time, we have chosen:

Name: William J. Thomas

Phone: 267.614.3341

State or local police agencies will be notified of unauthorized breach of security. These

systems will be routinely maintained to limit false alarms and have battery and

emergency generator backups to prevent any downtime of our security systems.

In the event of a failure of the security alarm system due to a loss of electrical support or

mechanical malfunction that is expected to last longer than eight hours we will also

notify the Department as required.

Background Checks

Compassionate Care’s human resources department will ensure appropriate background

checks and references are conducted for all potential contractors, vendors, employees,

principals, directors and board members. We will provide all potential employees with

copies of any public records obtained in the background process. This could include

documents that pertain to an arrest (if it results in a conviction), indictment, conviction,

civil judicial action, tax lien, or outstanding judgment. More information, including

copies of our background check and reference verifications forms, is contained within our

Human Resources manual.

Appendix K: Human Resources Manual

Security Training & Security Drills

Security is a significant aspect of our day-to-day operations. As such, employees will be

required to complete personal safety, crime prevention, emergency planning, and security

systems and procedures training. Compassionate Care will work with the local police to

develop appropriate ongoing training for all employees,, and employees will be given

reference material consistent with our trainings to fully understand Compassionate Care’s

policies. All employees will be trained on the security devices accessible to them, such as

alarms, emergency phones and keycard access. Only the appropriate security personnel

will be trained on all aspects of security devices such as surveillance cameras, retrieval of

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security footage, monitoring, and controlling keycard access levels. Information on our

training programs is contained within our Employee Training Manual.

Appendix I: Employee Training Manual

Limited Cash Operation

We do not allow any financial transactions to take place at our cultivation facility, and

will institute procedures to limit the amount of cash stored on premises at our patient care

center. Low thresholds will be set for management to remove cash from registers and

place in a safe until pickup. All cash registers, display cases and any areas where

cannabis is stored will be fully secured and monitored by video surveillance.

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Appendix

I Employee Training Manual

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Appendix

J

HIPAA Manual

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Appendix

K

HR Manual

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Appendix

L

Cultivation Overview

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Appendix

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Hydroponic Design

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Product Safety Plan

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February 11, 2011

Compassionate Care Foundation

c/o Valerie J. Kimson, Esq.

Mason, Griffin, Pierson, PC 101 Poor Farm Road

Princeton, NJ 08540

Dear colleagues:

Thank you for selecting CW Analytical Laboratories to provide analytical services for your project. CW Analytical has scientifically defensible protocols and detailed quality assurance plans that meet or exceed

the Proposed Rules of New Jersey’s Medicinal Marijuana Program. In fact, CW Analytical is actively

engaged with government officials across the country to more clearly define product safety and testing

standards for medical Cannabis. Our team has the ability to analyze a wide range of medical Cannabis

products with the academic and professional expertise required to interpret and defend our results. These

attributes make CW Analytical the ideal candidate for providing third party product assurance for your

permitted medical Cannabis facilities.

This letter is to confirm that, per our conversations, CW Analytical Laboratories will provide the following

analytical services on a regular basis for your facility if you are awarded an operating permit:

Accurate quantification of delta-9-tetrahydrocannabinol, cannabidiol, and cannabinol in all

suitable materials;

Verification of the absence of harmful chemical pesticides in all suitable materials;

Verification of the absence of harmful molds, yeasts, and bacteria in all suitable materials; and

Environmental swabbing of production, trimming, packaging, and food processing areas to

confirm presence/absence of molds, yeasts, and bacteria.

In addition, our personnel are available to provide on-site consultation for all quality assurance related

issues. This includes establishment of an Integrated Pest Management strategy that will limit the use of

harmful chemical pesticides. We can also help verify the overall cleanliness of production, trimming,

packaging, and food processing areas of the facility.

Finally, our lab will maintain secure, digital records off all services performed for your facility. You will

have 24/7 access to these data files from anywhere. This will streamline the time needed to prepare reports

for government regulators.

Thank you again for the opportunity. We look forward to working with you.

Sincerely,

Dr John J Oram, PhD

Principal Scientist, Co-Founder

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