Case 1:22-cv-00685- Filed 01/26/22 Page 1 of 18

UNITED STATES DISTRICT COURT
FOR THE SOUTHERN DISTRICT OF NEW YORK

SAVILLS INC.,

4FRONT VENTURES CORP., Defendant.

Plaintiff Savills Inc. (“Savills”), by and through its attorneys, Greenberg Trau1ig, LLP, as and for its complaint against the defendant, 4Front Ventures Corp. (“4Front”), alleges as follows:

SUMMARY OF THE ACTION

I. Savills brings this action to recover sums due to Savills under a written agreement between 4Front and Savills. In November 2020 4Front engaged Savills to create, identify or negotiate for governmental or other economic or business incentives for a commercial cannabis cultivation and manufactu1ing facility. In the w1itten agreement between Savills and 4Front entitled “Engagement Agreement for Business and Economic Incentives for 4Front Plant Project” (the “Incentives Agreement”), 4Front agreed “to pay Savills a fee (the “Fee”) equal to 15% of the governmental or other economic or business incentives of Benefits (the ”Benefits”) created, identified or negotiated by Savills for the Client, provided that such Benefits have been approved by the Client and that any required upfront governmental approvals have been received”. The Incentives Agreement provides that Savills’ Fee shall be “earned upon approval of such Benefits by Client and receipt of any required upfront governmental approvals” and that such Fee shall be paid 50% when earned and 25% upon each of the first and second anniversaries ofwhen earned.

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2. Acting pursuant to the Incentives Agreement and based upon expertise developed over decades of work, Savills planned, initiated and oversaw all aspects of a process under which 4Front received government incentives conservatively valued at over $129 million for a new facility in Matteson, Cook County, Illinois, which is now under construction by 4Front. These incentives include real property tax incentives (the “Real Property Tax Incentives”) conservatively valued at over $121 million and Enterprise Zone utility tax, sales tax, income tax and pennit fees incentives (the “Enterprise Zone Incentives”) conservatively valued at over $7.7 million. The resulting earned Fee is in excess of$ 19,000,000.

3. Under the terms of the Incentives Agreement, 4Front is obligated to pay Savills one-half of its Fee, i.e., approximately $9.7 million, within 30 days of”approval of such Benefits by the Client and the receipt of any required upfront government approvals”. There can be no doubt that both of these conditions have been met. 4Front approved the Real Property Tax Incentives and the Enterpise Zone Incentives by signing the applications for and by actively participating in the process to obtain the Incentives and, as described more fully below, the “upfront governmental approvals” have been obtained.

4. In August 2021 4Front closed on a long-term lease of the Matteson site and 4Front

,s presently constructing its facility, including availing itself of the government incentives

obtained.
5. On October 27, 202 1, Savills presented its invoice for $9,703,048. To date, Savills

has received no payment of this invoice and no payment whatsoever under the Incentives Agreement, despite over a year of work by Savills, both before and after the date ofthe Incentives Agreement, despite 4Front moving forward with its project based on the benefits obtained, and despite the Fee having been earned.

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6. Although 4Front and Savills had been in contact on an almost daily basis since before entc1ing into the Incentives Agreement, when Savills delivered its invoice for payment, 4Front went silent. 4Front did not surface until more than a month later, when, under threat of litigation, it claimed that payment was premature and that Savills ought to be paid when “4Front receives actual financial benefit”, in other words that Savills ought to be paid over the multi-year terms of the various benefit programs under which the incentives were awarded, which range up to 22 years. This is not what the Incentives Agreement provides and is not the basis on which Savills has been working for over a year. As noted above, the Incentives Agreement expressly provides that the Fee is earned when 4Front approves the incentives and any upfront governmental approvals arc received. These conditions have clearly been met.

7. Nonetheless, rather that honor its commitment, 4Front seeks to benefit from the fruits of Savills’ expertise and efforts, while ign01ing the terms of the Incentives Agreement under which Savills provided its services. 4Front is in matc1i al breach of contract.

8. Apparently, this is not the first time 4Front has failed to pay its contract parties who provide significant benefits to it as contracted. In a suit pending in the Superior Court of the State of California, captioned Brothers For Life LLC v. 4Front Ventures Corp., Case No. 2 1 ST 28462, the plaintiff alleges 4Front failed to pay its agreed fee after government approvals were obtained to allow 4Front to operate its business, which 4 Front denies.

9. Savills seeks now to recover from 4Front the approximately $9.7 million currently owed to it under the Incentives Agreement, interest at the contractually specified rate of 12 percent per annum, and a declaration from the Court that the 2nd and 3rd installments of the Fee will be due in 2022 and 2023. Savills is also entitled to an award of its legal fees and expenses incurred

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in having to prosecute this action to collect its Fee, as the parties expressly agreed in the Incentives Agreement.

THE PARTIES
10. Plaintiff Savills is a New York corporation with its principal place of business

located in New York, New York. Savills offers a wide range of commercial real estate brokerage and advisory services, including tenant representation, capital markets, project management, workforce/incentives and workplace strategy/occupant expeience. Savills is a wholly owned subsidiary of Savills pie, a 160-year-old publicly owned English corporation with offices around the world. Savills has extensive expertise in locating suitable sites for clients and securing economic benefits from state and municipal governments. This is the very expertise for which 4Front retained Savills.

11. Defendant 4Front Ventures Corp. is a British Columbia corporation with its p1incipal place of business in Phoenix, Arizona. 4Front cultivates, manufactures and dispenses over 25 cannabis brands through retail out.lets and dispensaries. It operates through approximately six subsidiary companies located in North America. 4Front common stock trades over the counter under the ticker symbol FFNTF. 4Front is reported to have a market capitalization of approximately $663 million CAD ($530 million USD).
JURISDICTION AND VENUE
12. This Court has jurisdiction over this action pursuant to 28 U.S.C. § 1332 because the citizenship of Savills (New York) is diverse from the citizenship of 4Front (Arizona) and the amount in controversy, exclusive of interest and costs, exceeds the sum of seventy-five thousand dollars ($75,000.00).

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13. In the Incentives Agreement 4Front consented to personal jurisdiction of this Court; the relevant provision reads “[a]ny action or proceeding under this Agreement shall be brought and maintained solely in the state and federal courts sitting in the County and State ofNew York, to the exclusive jurisdiction of which the parties hereto hereby submit.”

14. Venue is proper in this forum under the same contract clause. BACKGROUND

A. Savills begins to help 4Front identify and acquire a suitable site or facility.
15. In August 2020, Savills brokerage services division began to work with 4Front with a view to identifying and helping 4Front acquire a suitable facility or site for a new cannabis

cultivation and manufacturing facility that 4Front would own and operate. 4Front had particular specifications for its site or facility. The site or facility needed to be located where cannabis production was lawfully permitted and to be zoned for industrial use.

16. The initial focus of the search was Cook County, Illinois, where 4Front had an existing license for cultivation and processing. On or about November 13, 2020, Savills and 4Front entered in an agreement under which Savills “accept[ed] the appointment as your exclusive real estate advisor through May 31, 2021 to locate, negotiate and advise 4Front Ventures and its subsidiaii es on its real estate requirement in Cook County, IL.” This agreement provides that any brokerage commission earned would be paid by the seller, not 4Front. The seller of the site paid the commission due when 4Front acquired the property identified and now being developed by 4Front as its facility. Savills is not asserting any claim against 4Front under this agreement.
B. Savills work expands to include governmental incentives

17. Of special importance to 4Front was the availability of governmental incentives. In early November 2020 representatives of Savills governmental incentives division joined the Savills team working for 4Front.

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On or about November 17, 2020, Savills entered into the Incentives Agreement.

The Incentives Agreement desc1ibes a series of tasks and services that Savills was to perfonn including Savills’ developing, detailing, and subsequently executing a seven-step “turnkey” strategy to locate and deliver to 4Front a “ready-to-go” facility location. Savills further agreed that it. would “coordinate the incentive negotiations and approvals with the timing of the Client’s [4Front’s] acquisitions, leases and expansions to meet project deadlines.” Savills also expressly agreed “to provide the governmental incentives consulting services described in the Proposal (the “Services”) with a view to obtaining for the Client governmental or other economic or business incentives or benefits (together, the ‘Benefits’) for or in connect.ion with the project identified in the Proposal (the ‘Project’).”

20. Under the terms of the Incentives Agreement., in exchange for Savills services 4Front is obligated to pay a fee to Savills “equal to 15% of the governmental or other economic or business incentives or benefits (the ‘Benefits’) created, identified or negotiated by Savills for the Client, provided that such Benefits have been approved by the Client and that any required up front governmental approvals have been received, plus approved travel expenses.”

21. Notably, the Fee is not due when 4Front ultimately realizes the Benefits in a particular tax year. Under the Incentives Agreement, the Fee is “(a) earned upon approval of such Benefits by [4Front] and receipt. of any required 11pfront government.al approvals, and (b) payable as follows: (i) 50% within thirty (30) days of being earned, (ii) 25% one year after being earned, and (iii) 25% two years after being earned.”

22. In the context of negotiating the Incentives Agreement, Savills provided 4Front with a detailed w1i tten illustrative example of how Savills Fee is calculated and how it is paid.

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4Front never objected to the method of calculation or the timing of payment as reflected in that example.

23. Article 8 of the Incentives Agreement provides in part that,” [s]hould any such sums [due under the Incentives Agreement] be collected by or through an attorney at law, Client [4Front] shall in addition be liable to Savills for attorneys’ fees.”
C. Savills oversees a multi-state competition for incentives.

24. In order to obtain maximum governmental incentives, Savills presented the project to the economic development divisions of Illinois, Michigan and Massachusetts, three states in which 4Front had licenses to operate. Savills investigated the applicable programs and regulatory attitudes toward cannabis of each state, met (via Zoom) with representatives of each state, and prepared detailed requests for proposal (RFPs). In early January 2021, aft.er 4Front had reviewed and approved the RFP’s, Savills submitted them to the economic development di vision of each respective state. These RFPs were preceded and followed by many conversations with each state government in order to explain the project benefits, all so as to obtain the maximum incentives for 4Front. For example, each state was provided with estimates of the project’s construction costs and the number of full-time equivalent jobs the project would create. Savills obtained competitive proposals from Illinois and Massachusetts.

25. Savills analyzed these proposals, including prepaiing detailed financial models, and 4Front, with Savills assistance, decided to focus on Illinois, specifically Cook County which offered the most attractive incentive package including potential EDGE credits, Class 8 classification and Enterprise Zone benefits, and in which 4Front already had an existing operation.

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D. Savills identifies, and 4Front and Savills focus on, a site in Matteson, Cook County, Illinois.

25. Because of the density of Cook County finding a suitable and available location proved to be difficult. Savills surveyed the county from north to south and identified 16potentially viable sites. Savills worked with 4Front to narrow the list of candidates site to four, with the timing of commencement of construction and likely governmental incentives packages of c,itical importance.

26. With guidance from Savills, 4Front began to focus on a site which Savills had identified in Matteson, Cook County, Tilinois. This site presented numerous obstacles including

that a special use pem1it would be required for the cannabis use, as is the case for any site in Illinois,

that portions of the site violated the Illinois law prohibiting a cannabis facility within 2,500 feet of a school, p lace of worship or residence,

that the site needed to be subdivided to separate from other property owned by the seller, and to the divide the purchased parcel to permit financing and to satisfy the 2,500-foot requirement, and

d. that a zoning variance would be required to accommodate the phased configuration of4Front’s intended facility and to permit the smaller lots created in order to effect the subdivision.

27. Nonetheless, 4Front and Savills agreed that if these issues could be overcome and if the right price and incentives could be negotiated this site would be suitable for 4Front.

28. Savills led separate but coordinated lengthy negotiations with the owner of the site for a contract to purchase and with the Village of Matteson for the maximum incentives.

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29. On or about February 22, 2021, 4Front entered into a purchase and sale agreement with the owner of the site for a purchase price of approximately $6.5 million. The tcnns of the purchase and sale agreement gave 4Front and Savills the time needed to conclude the incentives negotiations and approvals and for all parties to address the other site issues identified above.

30. Savills was deeply involved in overcoming each of the obstacles referred to in paragraph 26 above. Savills oversaw the preparation of the 298-pagc special use permit application and the 50-page variance application. Because these two applications were so lengthy, Savills created a written summary narrative for the Village of Matteson Planning Commission and the Village of Matteson Board of Trustees. Savills also created presentations which were jointly presented by Savills and 4Front to a Village of Matteson planning workshop session, the Village of Matteson Planning Commission and the Village of Matteson Boardof Trustees. Savills working with 4Front obtained the unanimous approval of all bodies.
E. Savills Secures Valuable Tax and Other Economic Incentives.

Savills Identifies, and Qualifies 4Front for. Class 8 Benefits
31. Cook County Class 8 benefits substantially reduce real estate tax liability by reducing the assessed value of the land and any improvements on the land from 25% of market v a l u e t o 1 0 % o f m a r k e t v a l u e ( a 6 0 % r e d u c t i o n ) f o r a p e r i o d o f t e n y e a r s , f o l l o w e d b y a n 1 1t h y e a r at 15% of market value (a 40% reduction) and a 12th year at 20% of market value (a 20% reduction). Savills identified the Class 8 program to 4Front and handled all aspects of 4Front qualifying for it, including negotiating with government officials, sccU1ing their support, preparing the application and, aft.er it had been signed by 4Front, filing it as required.

32. In order for a project to be classified in Class 8, the municipality in which the project is located must support the private party’s application. Since the Matteson site met all the

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technical requirement ofthe Class 8 program, obtaining the Village of Matteson’s support was the crucial step. Savills handled all aspects of obtaining that support.

33. In March 2021, during the process of Savills’ obtaining the Village of Matteson’s support for the Class 8 classification, 4Front ignored Savills advice and several warnings and made a public announcement of the project which caused the project to be disqualified from receiving EDGE credits. The availability of EDGE credit~ had factored significantly in 4Front’s decision to select the Matteson site and their loss adversely affected the project’s economics.

34. To overcome this loss, Savills conceived the idea of seeking an additional ten-year term for the Class 8 classification. While additional terns arc authorized by the Class 8 program rules, the Village had never before supported an additional term for any project and, in order to persuade them to do so in this instance, Savills conceived and arranged for (and 4Front paid for) an Economic Impact Study to be prepared by an independent economic consulting firm. The $12 billion of economic impact identified in that report helped persuade the Village to support the additional 10 years of the Class 8 classification.

35. 4Front readily acknowledged Savills’ critical role in obtaining the Village’s support for the Class 8 classification. That support was officially given by the Board of Trustees on Ap1il 26, 2021. That evening, after the Board had acted, Ann Marie Collins, the head of Savills incentive team, emailed 4Front that “Class 8 Just Was Approved at the City Council Meeting!” and later that evening 4Front replied “This is fantastic news. I cannot thank you enough for the continued hard work on this, as well as all ofthe incentives opportunities.”

36. Importantly, the Village of Matteson Board of Trustees supported both the regular 12-year term and the additional 10 years.

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37. Throughout the entire Class 8 process and continuing until and even after 4Front closed on the purchase of the site, Savills refined and presented to 4Front Savills’ calculation of the dollar value of the Class 8 classification. This calculation was based on very conservative assumptions, including that there would be no increase in the project budget and no growth in the tax rate or the Cook County Equalization Factor du1ing the 22 years. An increase in either will increase the value of the incentives. Even using these conservative assumptions, the value to 4Frontofthe Class 8 benefits for the 22-ycar tem1 is over $121,000,000.

38. Clearly, with respect to the Class 8 Benefits, Savills has earned its Fee, and the initial 50% of its Fee is overdue.

Savills Identifies, and Qualifies 4Front for, Enterprise Zone Benefits
39. Enterprise Zones are governmentally designated economically distressed geographic areas in which, in order to spur growth and development, Illinois and its local governments provide tax and other incentives. The site that Savills identified in Matteson, Illinois,

is located in the ‘Nill Cook Enterprise Zone, which covers portions of Will and Cook counties. The Will Cook Enterprise Zone provides a package of business development tax incentives, including exemptions from state, city and county sales tax, utility tax exemptions, investment tax credits and reduced pem1itting fees.

40. Savills identified the availability of these Enterprise Zone incentives and oversaw all aspects of the application process, dealing with the government officials as necessary, and prcpaiing 4Front’s application. 4Front signed the application on April 2, 2021, and Savills then filed it with the government.

41. On May 5, 2021, the Enterprise Zone application was accepted. 4Front has already begun to enjoy Enterprise Zone benefits. For example, 4Front has received a Building Mate1ials

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Exemption Certificate confim1ing the exemption from sales tax of the materials bought for the project. In another example,just last month a building pcrmit.was issued to 4Front upon payment of a 50% discounted filing fee that is only available to qualified participants in the Enterprise Zone.

42. Throughout 2021, Savills refined and presented to 4Front its calculation of the value of the Enterprize Zone incentives, demonstrating that the value of those incentives is not less than $7,796,399 over 11 years.

43. As concerns the Enterprise Zone Benefits, Savills has earned its Fee, and the initial 50% of its Fee is overdue.

Savills Identifies and Pursues EDGE Credit. Benefits for 4Front, \1/hich 4Front Forfeits
44. Savills also identified and pursued EDGE Credit qualification on 4Front’s behalf. EDGE Credits arc negotiable economic incentives that provide businesses income tax credits that

arc calculated based on the withholding tax revenue that results from new job creation. In order to obtain EDGE Credits, the applicant must demonstrate that the credit is a “but-for” cause of the development project, meaning the project would not have occurred but for the EDGE Credit incentive.

45. Prior to securing EDGE Credit qualification, and despite Savills’ warning that doing so would cost it a valuable incentive, 4Front announced that it. would be constructing a new manufacturing facility in Illinois. This announcement. caused the 4Front.project to be disqualified from consideration for the EDGE credit on the ground that 4Front failed the legally required “but for” test.

Development Agreement.
46. To provide greater assurance to 4Front that it. would receive the additional IO years

of Class 8 incentives, Savills, with counsel engaged by 4Front, negotiated a detailed development

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agreement outlining Matteson’s commitments to 4Front, including a specific commitment cove1ing the additional IO years. 4Front approved the development agreement, which Matteson signed on October 7, 2021, locking in the benefits that Savills had obtained for 4Front.

Summary
47. All told, Savills created, identified or negotiated for 4Front incentives exceeding

$I29 million in value: (a) $7,796,399 over 11 years for the Enterp1ise Zone incentives and (b) $ I21,577,578 over 22 years for the Class 8 incentives.

48. Under the terms of the Incentives Agreement, 4Front is obligated to pay Savills a Fee calculated based on 15 percent of the Benefits obtained upon its “receipt of any required upfront government approvals,” with half the amount to be paid within 30 days, an additional 25 percent to be paid one year later, and the last 25 percent to be paid one more year later.

49. The Incentives Agreement also provides that the Fee calculation shall be updated (up or down) to reflect actual information or updated estimates when the 2nd installment is due and again when the 3″1 installment is due and that if there is any such adjustment the amount payable as the 2nd installment shall instead be equal to 75% of the updated Fee, less the amount of the first installment, and the amount of the 3’11 installment shall instead be equal to I00% of the updated Fee, less the amount of the first and second installments. For example, as indicated above, the 01iginal calculation was based, in part, on the assumption that the Cook County Equalization Factor would not increase over the 22-year period of the incentives. However, it has already increased by 10 percent from 2.916 to 3.2234. Savills is expressly reserving its rights under that provision of the Incentives Agreement and fully expects that that adj ustment will be upward.

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F. 4Front Materially Breaches the Incentives Agreement By Refusing to Pay Savills for Its Services.

50. On October 22, 2021, Savills offered 4Front an accommodation to allow it to manage its cash flow. Inst.cad of an approximately $9.7 million payment due immediately, with two subsequent payments of approximately $4.85 million, Savills stated that it would accept a payment plan with a $6 million current payment, followed by four annual payments of $3.35 million if 4Front agreed to this payment plan by October 25, 2021. However, 4Front did not reply to Savills’ offer by Savills’ deadline, and it was subsequently withdrawn.

51. On or about October 27, 2021, Savills sent 4Front an invoice for its services in the amount due and owing of $9,703,048. That invoice expressly indicated that the 21u and 3rd installments would be billed in accordance with the Incentives Agreement. 4Front did not respond to the invoice.

52. Having heard nothing from 4Front for more than a month, Savills, on December 1, 2021, through its General Counsel, informed 4Front by letter that it would refer the matter to outside counsel if within ten days of 4Front’s receipt of the letter Savills did not receive payment or a written proposal regarding payment.

53. On December 16, 2021, 4Front finally responded to Savills’ requests for payment in a letter from 4Front’s CEO, Leo Gontmakher. In the letter, 4Front states it would not be making any payments anytime soon, contending that, “from 4Front’s perspective, payments to Savills arc generated when 4Front agrees to planned benefits, necessary governmental approvals have been received, and when 4Front receives actual financial benefit.”

54. The Incentives Agreement expressly provides for all the incentives desc1ibed in this Complaint to the contrary of 4Front’s stated position about when the Savills Fee is earned and when it is due. That Agreement expressly provides that the Fee is earned and requires 4Front to

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begin paying the Fee upon the receipt of the “up-front government approvals” for the Benefits, not when 4Front itself receives the actual financial benefit over a pe1i od of22 years. As the Agreement states: “The Fee with respect to any Benefits shall be (a) earned upon approval of such Benefits by the Client and receipt of any required upfront governmental approvals, and (b) payable as follows: (i) 50% within thirty (30) days of being earned, (ii) 25% one year after being earned, and (iii) 25% two years after being earned.”

FIRST CAUSE OF ACTION BREACH OF CONTRACT

(Non-Payment of Savills Fee When Due)

Savills repeats and realleges Paragraphs 1-54 as if fully set forth herein.

The Incentives Agreement is a binding contract between 4Front and Savills.

Savills has perforn1ed all of its obligations under the Incentives Agreement

necessary to earn its Fee.
58. 4Front’s failure and refusal to pay the amount of the Fee now due and owing to

Savills is a material breach ofthe Incentives Agreement.
59. As a resultof4Front’s mate1ial breach, Savills has sustained damages in an amount

no less than $9,703,048.

SECOND CAUSE OF ACTION DECLARATORY JUDGMENT

(Balance of Savills Fee Accrues on Specified Anniversary Dates)
60. Savills repeats and realleges Paragraphs 1-59 as if fully set forth herein.
61. An actual case or controversy presently exists between Savills and 4Front regarding

Savills’ entitlement to the second and third payments due under the Incentives Agreement.

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62. Savills contends that the 2nd installment of its Fee is due no later than the first anniversaryofwhentheptinstallmentbecamedueandthatthe3rd installmentofitsFeeisdueno later than the second anniversary of when the pt installment became due.

63. 4Front contends that Savills is not entitled to any fee until 4Front actually receives the financial benefit in the form of reduced tax payments over a period of22 years.

64. 4Front’s letter to Savills of December 16, 202 1, demonstrates that it docs not intend to pay the second and third fee installments when they come due under the Incentives Agreement. 65. Declaratory relief is therefore appropriate under 28 U.S.C. § 2201 to detem1ine the rights and obligations of the parties under the Incentives Agreement, as concerns when the second

and third payments of the fee are due.
THIRD CAUSE OF ACTION

BREACH OF CONTRACT (Costs of Collection)

Savills repeats and rcallcgcs Paragraphs 1-65 as if fully set forth herein.

Article 8 of the Incentives Agreement provides that, “[s]hould any such sums [due

under the Incentives Agreement] be collected by or through an attorney at law, Client [4Front] shall in addition be liable to Savills for attorneys• fees.”

68. Savills informed 4Front by letter dated December 1, 2021, that, “[i]f, by the 10th day after the day of this letter, we do not receive payment or a w1i tten proposal from you with respect to payment, we will be forced to assume that you intend not to honor your obligations to us and we will turn this matter over to our outside counsel for further action.”

69. 4Front did not respond within 10 days of the letter. When it did respond, 4Front did not include payment or a w1i tten proposal with respect to payment. As a result, Savills was forced to retain counsel to collect the Fee owed.

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70. Under Article 8 of the Incentives Agreement, 4Front is liable to Savills for the legal fees and expenses Savills incurs in seeking to collect its duly earned Fee from 4Front, including those incurred in prosecuting this action.

PRAYER FOR RELIEF
WHEREFORE, Savills requests judgment in its favor and against 4Front as to each Cause

of Action as follows:
(a) On the First Cause of Action, an award of compensatory damages in the amount of

$9,703,048;
(b) On the Second Cause of Action, a declaration that the 2nd installment of Savills’ fee

under the Incentives Agreement has been earned will become payable on the first anniversary of the due date of the JS1 installment, and that 3’11 installment of Savills’ fee under the Incentives Agreement has been earned and will become payable on the second anniversary ofthe due date of the 1st installment;

(c) On the Third Cause of Action, under Article 8 of the Incentives Agreement an award ofSavills’ attorney’s fees and expenses it has incmTed and will incur to collect its Fee from 4Front, including the legal fees and expenses incmTed in prosecuting this action;

(d) An award of Savills’ pre-j udgment interest at the contractual rate of 12 percent per annum; and

(e) Such other and further relief as this Court deems j ust and proper.

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Dated: New York, New York January 26, 2022

James W . Perkins
Daniel Friedman
One Vanderbilt Avenue New York, New York 10017 (212) 801-9200
(212) 801-6400 (facsimile) perkinsj(m.gtlaw .com friedmand(a)gtlaw.com

Attorneys for Plaintiff Savills Inc.