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Home My WebLink About20122426.tiffApril 6, 2012 CLERK TO THE BOARD PHONE (970) 336-7215, Ext. 4225 FAX: (970) 352-0242 P. O. BOX 758 GREELEY, COLORADO 80632 Colorado Department of Revenue Liquor Licensing Division 1375 Sherman Street Denver, CO 80261 RE: Longmont Sports Academy, LLC dba Longmont Sports Academy Longmont Sports Academy, LLC dba Longmont Sports Academy, filed application materials for a new Hotel and Restaurant Liquor License in our office on September 4, 2012, and requested a Concurrent review of the application materials, and paid the required $100.00 fee. PERMISSION GIVEN FOR THIS APPLICATION TO BE FORWARDED TO THE LIQUOR ENFORCEMENT DIVISION FOR CONCURRENT REVIEW BY: �---7 Sean P. Conway Chair, Board of Weld County Com as SEP 1 0 2012 Enclosed is a copy of the application submitted to our office for a new Hotel and Restaurant liquor license for Longmont Sports Academy, LLC dba Longmont Sports Academy, and the required application fee. If you have questions or need additional information, please do not hesitate to contact me at (970) 336-7215, Extension 5226. Very truly yours, vial St✓1 Tonya Johnson Deputy Clerk to the Board Enclosures: DR8404 (and accompanying documents) Check #7131 2012-2426 Lc 01)53 L V.CN.,F CU/ ‘a RECEIVED SEP - 7 2012 COMMISSIONERS BEIMFORD & ASSOCIATES, LLC Attorneys at Law 1980 S. Quebec Street, Suite 204 Denver, CO 80231 Phone: (303) 368-8003 Fax: (303) 368-8054 E-mail: Jimb(&b-glaw.com September 6, 2012 Tonya Johnson Deputy Clerk to the Board Office of the Weld County Commissioners P.O. Box 758 Greeley, CO 80632 Re: Longmont Sports Academy, LLC; 1725 Vista View Drive, Units b, c & d. Dear Tonya: Enclosed is a check for $1625.00 to the Colorado Department of Revenue for the Application referenced above. Please let us know if you have any questions or require any additional information. I'm sorry for the inconvenience with the checks. Thanks. JHB/jj Encs. Sincerely, James H. Beimford RECEIVED AUG 1 7 2012 WELD COUNTY 'OMMISSIONERS BEIMFORD & ASSOCIATES, LLC Attorneys at Law 1980 S. Quebec Street, Suite 204 Denver, CO 80231 Phone: (303) 368-8003 Fax: (303) 368-8054 E-mail: Jimb(aTb-glaw.com August 16, 2012 Tonya Johnson Deputy Clerk to the Board Office of the Weld County Commissioners P.O. Box 758 Greeley, CO 80632 Re: Longmont Sports Academy, LLC; 1725 Vista View Drive, Units b. c & d. Dear Tonya: Enclosed is a check for $950.00 for the Application referenced above. Please let us know if you have any questions or require any additional information. I'm sorry for the inconvenience with the checks. Thanks. Sincerely, (-till._ - /lig' (/ fafnes H. Beimford JIIB/JJ Encs. RECEIVED SEP - 4 2012 WELD COUNTY COMMISSIONERS BEIMFORD & ASSOCIATES, LLC Attorneys at Law 1980 S. Quebec Street, Suite 204 Denver, CO 80231 Phone: (303) 368-8003 Fax: (303) 368-8054 E-mail: Jimb@b-glaw.com August 6, 2012 Ester Gesick Deputy Clerk to the Board Office of the Weld County Commissioners P.O. Box 758 Greeley, CO 80632 Sent Via Express Mail Re: Longmont Sports Academy, LLC; 1725 Vista View Drive, Units b, c & d. Dear Deputy Clerk Gesick: Attached is a completed Hotel and Restaurant Liquor License Application for Longmont Sports Academy. The principals of the Application are Jim Kreitman and James Cardenas. Neither Mr. Kreitman nor Mr. Cardenas has been in the liquor industry before. Mr. Kreitman previously held a liquor license in Central City but that establishment did not open for business and the license was not renewed. This License is primarily for the second floor Restaurant but the Applicant is also seeking licensing of the area immediately below the Restaurant on the first floor, but not the remainder of the first floor area. The food operation and liquor service will be almost exclusively on the second floor. The Applicant is seeking the additional space on the first floor in order to have the flexibility to host events that would include patron service on the first floor. The first floor is also the area for handicap food service so we are requesting liquor service for both special events and handicap patrons on the first floor. The remainder of the first floor will not be licensed. We have also included checks as follows: Colorado Dept. of Revenue Application, Annual Fees and Concurrent Review Weld County Application Fee Plus Annual Fee Weld County Investigation Background Check, 2 Individuals at $100.00 each $1,625.00 $ 900.00 $ 200.00 o.t The onsite manager, James Cardenas, is also a principal of the Applicant so we did not include additional manager registration fees for Mr. Cardenas. Please let us know if you have any questions or require any additional information. Thanks. Sincerely, James H. Beimford JHB/jj Encs. DR 8404 (05/07.09) Page G‘.1 C I V G iV 21 COLORADO DEPARTMENT OF REVENUE DEN'JEItGOl3i;[6t CJE COLORADO LIQUOR DENVE ENFORCEMENT T D`d:S QEP - 4 2012 RETAIL LICENSE APPLICATION WELD COUNTY COMMISSIONERS DEPARTMENT USE ONLY e NEW LICENSE • TRANSFER OF OWNERSHIP [I LICENSE RENEWAL • ALL ANSWERS MUST BE PRINTED IN BLACK INK OR TYPEWRITTEN • APPLICANT MUST CHECK THE APPROPRIATE BOX(ES) • LOCAL LICENSE FEE $ • APPUCANT SHOULD OBTAIN A COPY OF THE COLORADO UQUOR AND BEER CODE (Call 303.370-2165) 1. Applicant is applying as a Li Individual 7 Corporation0 Limited Liability Company _. Partnership (includes Limited Liability and Husband and Wife Partnerships) Li Association or Other 2. Applicant If an LLC. name of LLC, it partnership, at least 2 partner's names: it corporation, name of corporation I Fein Number Longmont Sports Academy LLC I 27-1929041 2e. Trade Name of Establishment (DBA) I State Sales Tax No. I Business Telephone Longmont Sports Academy i 42-97849-0000 ; 303-485-1300 3. Address of Premises (specify exact location of premises) 1725 Vista View Drive, units b.c & d City Longmont County I State ' ZIP Code Weld I CO i 80504 4. Mailing Address (Number and Street) City or Town f State I ZIP Code I 5. It the premises currently have a liquor or beer license. you MUST answer the following questions' Present Trade Name of Establishment (DBA) Present State License No. Present Class of License Present Expiration Date LIAR SECTION A NONREFUNDABLE APPLICATION FEES UAB SECTION B (CONT.) LIQUOR UCENSE FEES 1985!_! Resort Complex License (City) ............ .. _ .. 5500 00 19861,', Resort Complex License (County) ... . $500 00 1988 ❑ Add Related Facility to Resort Complex . S 75 00 X , Total 1990 ❑ Club License (City) ... . . .. . . $308 75 1991 LI Club License (County) $308 75 2010IIj Tavern License (City) ....... ............. 5500 00 201111 Tavern License (County) .. $50000 . 2012U ] Manager Registration - Tavern $ 75 00 20201 7Arts License (City) S308 75 2021 j1 Arts License (County) 5308 75 2030 Racetrack License (City) $500 00 2031 Li Racetrack License (County) .. .... .... S500 00 2040 (Optional Premises License (City) .. $500 00 P041 L] Optional Premises License (County) .. 5500 00 2045 ( ] Vintners Restaurant License (City)•• $750 00 2046 I .] Vintners Restaurant License (County) .. $750 00 2220 [ -] Add Optional Premises to H & R ..... $100 00 X Total 237() I. Master File Location Fee .......... .. . S 25 00 X Total 2375 [. Master File Background .... ..... $250 X _ Total 2300 ELI Application Fee for New License .......................... $1,025.00 2302 1; Application Fee for New License • wtConcurrent Review .. .. $1.125 00 2310 ;] Application Fee for Transfer . 51.02.5 00 LIAR SECTION B LIQUOR LICENSE FEES - 1905 71 Retail Gaming Tavern License (City) . . .. 5500 00 1906 ❑ Retail Gaming Tavern License (County) ... $500.00 1940 ❑ Retail Liquor Store License (City) $227.50 1941 ❑ Retail Liquor Store License (County) .... $312.50 q "" " " 1950 :] Liquor Licensed Drugstore (City) .. ) ••••.... . .. . $227 50 1951 ,-] Liquor Licensed Drugstore (County). ...... ... $312.5(1 1960 ,_I Beer and Wine License (City) .. ... $351.25 1961 ] Beer and Wine License (.County) $x36.25 1970 ,..1- Hotel and Restaurant License (City) .......... ... .. $500.00 1971 !7) Hotel and Restaurant License (County) ........ ...... 5500 00 1975 Brew Pub License (City) . 5750.00 El 1976 D Brew Pub License (County) ...... $750.00 1980 .1 Hotel and Restaurant License w/opt premises (City)$500.00 1981 lj Hotel and Restaurant License wiopt premises (County) $500 on 1983 _:1 Manager Registration - H & R ....... $ 75 00 DO NOT WRITE IN THIS SPACE - FOR DEPARTMENT OF REVENUE USE ONLY LIABILITY INFORMATION County _- _ _._........ T ' i City i Industry Type License Account Number .._�_ . .. i - - --- ------ .._ License Issued Through Liability Date (Expiration Date) ..._.. - ..___.. FROM I TO • State City -750 (999) 2180-100 (999) County 2190.100 (999) Managers Reg -750 (999) - •. " C..n Fund Now Linn.. 2300-100 (999) C..0 Fund rr.n.t.• lionnou 2310-100 (999) TOTAL $ • _ DR 8404 (05/07/09) Page 2 APPLICATION DOCUMENTS CHECKLIST AND WORKSHEET Instructions: This check list should be utilized to assist applicants with filing all required documents for licensure. All documents must be properly signed and correspond with the name of the applicant exactly. All documents must be typed or legibly printed. Upon final State approval the license will be mailed to the local licensing authority. Application fees are nonrefundable. ITEMS SUBMITTED, PLEASE CHECK ALL APPROPRIATE BOXES COMPLETED OR DOCUMENTS SUBMITTED I. APPLICANT INFORMATION N] A. Applicant/Licensee identified. N] B. State sales tax license number listed or applied for at time of application. • C. License type or other transaction identified. ❑ D Return originals to local authority. • E. Additional information may be required by the local licensing authority II. DIAGRAM OF THE PREMISES lf] A. No larger than 8 1/2" X 11". E B. Dimensions included (doesn't have to be to scale). Exterior areas should show control (fences, walls, etc.). R C. Separate diagram for each floor (if multiple levels). ❑ D. Kitchen - identified if Hotel and Restaurant. III. PROOF OF PROPERTY POSSESSION El A. Deed in name of the Applicant ONLY (or) N B. Lease in the name of the Applicant ONLY. E] C. Lease Assignment in the name of the Applicant (ONLY) with proper consent from the Landlord and acceptance by the Applicant. C] D. Other Agreement if not deed or lease. IV. BACKGROUND INFORMATION AND FINANCIAL DOCUMENTS L J A. Individual History Record(s) (Form DR 8404-I). lJ B Fingerprints taken and submitted to local authority. (State authority for master file applicants.) ❑ C. Purchase agreement, stock transfer agreement, and or authorization to transfer license. ❑ D. List of all notes and loans. V. CORPORATE APPLICANT INFORMATION (If Applicable) El A. Certificate of Incorporation (and/or) El B. Certificate of Good Standing if incorporated more than 2 years ago. El C Certificate of Authorization if foreign corporation [1 D. List of officers, directors and stockholders of parent corporation (designate 1 person as "principal officer"). VI. PARTNERSHIP APPLICANT INFORMATION (If Applicable) ■ A. Partnership Agreement (general or limited). Not needed if husband and wife. VII. LIMITED LIABILITY COMPANY APPLICANT INFORMATION (If Applicable) C] A. Copy of articles of organization (date stamped by Colorado Secretary of State's Office). © B. Copy of operating agreement. ❑ C. Certificate of Authority (if foreign company) VIII. MANAGER REGISTRATION FOR HOTEL AND RESTAURANT, TAVERN LICENSES WHEN INCLUDED WITH THIS APPLICATION ❑ A. $75.00 fee. ❑ B. Individual History Record (DR 8404-I) 6. t" DR 8404 (05/07105) Page 3 6. Is the applicant (including any of the partners, if a partnership; members or manager if a limited liability company; or officers, stock- holders or directors if a corporation) or manager under the age of twenty-one years? Yes No •+% 7. Has the applicant (including any of the partners, if a partnership; members or manager if a limited liability company: or officers, stockholders or directors if a corporation) or manager ever (in Colorado or any other state); (a) been denied an alcohol beverage license? ❑ 7. (b) had an alcohol beverage license suspended or revoked? ❑ V (c) had interest in another entity that had an alcohol beverage license suspended or revoked? ❑I t If you answered yes to 7a, b or c, explain in detail on a separate sheet. 8. Has a liquor license application (same license class), that was located within 500 feet of the proposed premises, been denied within the preceding two years? If "yes," explain in detail. ❑ J 9. Are the premises to be licensed within 500 feet of any public or private school that meets compulsory education requirements of Colorado law, or the principal campus of any college, university or seminary? ❑ `i] 10. Has a liquor or beer license ever been issued to the applicant (including any of the partners, it a partnership; members or manager it a limited liability company; or officers, stockholders or directors if a corporation)? If yes, identity flip name of the business and list any current or former financial interest in said business including any loans to or from a licensee. (See attached) h/ Ll 11. a. Attach entrances, to Does the Applicant, as listed on line 2 of this application. arrangement? in of have legal possession of the premises by virtue of ownership, lease or other Detail) • Ownership ® Lease ❑ Other (Explain ❑ ■ If leased, list name of landlord and tenant, and date expiration, EXACTLY as they appear on the lease: Landlord Acme Investments LLC Tenant Longmont. Sports Academy LLC Expires 5/2022 a diagram and outline or designate the area to be licensed (including dimensions) which shows the bars, brewery, walls. partitions, exits and what each room shall be utilized for in this business. This diagram should be no larger than 8 1/2" X 11'. (Doesn't have be to scale) 12. Who, besides the owners listed in this application (including persons. firms, partnerships. corporations. limited liability companies), will loan or give money, inventory, furniture or equipment to or for use in this business; or who will receive money from this business. Attach a separate sheet if necessary. NAME DATE OF BIRTH FEIN OR SSN INTEREST None Attach copies of all notes and security instruments. and any written agreement. or details of any oral agreement. by which any person (including partnerships, corporations, limited liability companies, etc.) will share in the profit or gross proceeds of this establishment, and any agreement relating to the business which is contingent or conditional in any way by volume, profit, sales, giving of advice or consultation. 13. Optional Premises or Hotel and Restaurant Licenses with Optional Premises Yes No Has a local ordinance or resolution authorizing optional premises been adopted? N/A ❑ ❑ Number of separate Optional Premises areas requested (See License Fee Chart) 14. Liquor Licensed Drug Store applicants, answer the following: N/A (a) Does the applicant for a Liquor Licensed Drug Store have a license issued by the Colorado Board ot Yes Pharmacy? COPY MUST BE ATTACHED. No ❑ U 15. Club Liquor License applicants answer the following and attach: N/A (a) Is the applicant organization operated solely for a national. social, fraternal, patriotic, political or athletic purpose and Yes No not for pecuniary gain? ❑ (b) Is the applicant organization a regularly chartered branch, lodge or chapter of a national organization which is _ operated solely for the object of a patriotic or fraternal organization or society, but not for pecuniary gain? L] ❑ (c) How long has the club been incorporated? (d) Has applicant occupied an establishment for three years (Three years required) ______.__... that was operated solely for the reasons stated above? ❑ ❑ 16. Brew -Pub License or Vintner Restaurant Applicants answer the following: Yes No (a) Has the applicant received or applied for a Federal Permit? N/A LI Li (Copy of permit or application must be attached) 17a. Name of Manager (for all on -premises applicants) application for a Hotel. Restaurant or Tavern License, 17b. Does this manager act as the manager of, or have a licensed establishment in the State of Colorado? If ,fames Cardenas,.. (If this is an Record (DR 8404-I). number. Date of Birth the manager must also submit an Individual History financial interest in, any other liquor yes, provide name, type of license and account Yes No O 18. Tax Distraint Information. Does the applicant or any other person listed on this application and including its partners. officers, directors, stockholders, members (LLC) or managing members (LLC) and any other persons with a 10% or greater financial interest Yes No in the applicant currently have an outstanding tax distraint issued to them by the Colorado Department of Revenue' ❑ P If yes, provide an explanation and include copies ot any payment agreements. DR 8404 (05/07/09) Page 4 19. If applicant is a corporation, partnership, association or limited liability company, applicant must list ALL OFFICERS, GENERAL PARTNERS, AND MANAGING MEMBERS. In addition applicant must list any stockholders, partners, SHIP OF 10% OR MORE IN THE APPLICANT. ALL PERSONS LISTED BELOW must also attach form DR 8404-I and submit finger print cards to their local licensing authority. DIRECTORS, or members with OWNER- (Individual History record). NAME HOME ADDRESS. CITY & STATE DOB POSITION I %OWNED' James Kreitman 11500 Eagle Springs Trail Longmont, CO 80503 Member/ Manager 51% ,lames Cardenas 1813 Sunlight Longmont, Dr. CO 80504 Member/ Manager 49% corp.) Agrrnt if total ownership percentage disclosed here does not total 100% applicant must check this box ❑ Applicant affirms that no individual other than these disclosed herein, owns 10% or more of the applicant Additional Documents to be ❑ CORPORATION ❑ Cert. ❑ PARTNERSHIP ❑ Partnership submitted by type of entity of lncorp. ❑ Cert. of Good Standing (if more than 2 yrs. old) Agreement (General or Limited) ❑ Husband and Wife ❑ Articles of Organization ❑ Cert. of Authority (it foreign Attach copy of agreements creating association or relationship between Cert. of (no parties Auth. (if a foreign written agreement) ❑ Operating • partnership company) the P LIMITED LIABILITY COMPANY El ASSOCIATION OR OTHER Registered Agent (if applicable) Address for Service James Kreitman 111500 Eagle Springs Tr., Longmont, CO 80503 OATH OF APPLICANT I declare under penalty of perjury in the second degree that this application and all attachments are true, to the best of my knowledge. I also acknowledge that it is my responsibility and the responsibility of my to comply with the provisions of the Colorado Liquor or Beer Code which affect my license. correct, and complete agents and employees uthorized Sig tur / Title Member/Manager i Date j 5/16/12 REPORT AND APPROVAL OF LOCAL LICENSING AUTHORITY (CITY/COUNTY) Date application filed with local authority -Li - , C. I :.1 Date of local authority hearing (for new license than 30 days from date of application 12-47-311 (1)) applicants; cannot be less C.R.S. THE LOCAL LICENSING AUTHORITY That each person required to file DR HEREBY 8404-I (Individual including or intends to code provisions Date Z - authority. AFFIRMS: History Record) NCIC/CCIC check conduct, an inspection affecting their /3-_ l a has: for outstanding warrants of the proposed premises to ensure that the class of license Yes No 0 ❑ N J applicant is in kt ❑ t:� Been fingerprinted X Been subject to background investigation, That the local authority has conducted, compliance with, and aware of, liquor (Check One) Date of Inspection or Anticipated ❑ Upon approval of state licensing The foregoing application has been examined; We do report that such license, if granted, will meet and will comply with the provisions of Title 12, and the premises, the reasonable Article 46 or 47. business requirements C.R.S of to be conducted, and character of the neighborhood THEREFORE, THIS APPLICATION and the of the desires IS ❑ Date applicant are satisfactory. of the adult inhabitants, APPROVED. TOWN. CITY COUNTY Local Licensing Authority for Weld County, Colorado --Signature Telephone Number 970-356-4000 x 4225 _ Title Chair, Board County Commissioners Signature (attest) , Title Deputy Clerk to the Board Date ATTACHMENT TO DR 8404 RETAIL LICENSE APPLICATION FOR LONGMONT SPORTS ACADEMY LLC D/B/A LONGMONT SPORTS ACADEMY 1725 VISTA VIEW DRIVE, UNITS B, C & D LONGMONT, CO 80504 10. Has a liquor or beer license ever been issued to the applicant (including any of the partners, if a partnership; members or manager if a limited liability company; or officers, stockholders or directors if a corporation)? If yes, identify the name of the business and list any current or former financial interest in said business including any loans to or from a licensee. Yes. 51% member and manager, James Kreitman, was granted a Hotel and Restaurant Liquor license for the Central City Social Club which never opened at 110 Lawrence Street, Central City, Colorado. Business is for sale. DR 8404-I 107125,11) COLORADO DEPARTMENT OF REVENUE LIQUOR ENFORCEMENT eiVISION 1381 PIERCE STREET RM 108A DENVER CO 80.'.61 INDIVIDUAL HISTORY RECORD To be completed by the following persons, as applicable: sole proprietors; general partners regardless of percentage ownership, and limited partners owning 10% or more of the partnership; all principal officers of a corporation, all directors of a corporation, and any stockholder of a corporation owning 10% or more of the outstanding stock; managing members or officers of a limited liability company, and members owning 10% or more of the company; and any intended registered manager of Hotel and Restaurant or Tavern class of retail license. NOTICE: This individual history record requires information that is necessary for the licensing investigation or inquiry. All questions must be answered in their entirety or the license application may be delayed or denied. If a question is not applicable, please indicate so by "N/A". Any deliberate misrepresentation or material omission may jeopardize the license application. 1, Name of Business Longmont Sports Academy, LLC 2. Your Full Name (last, first, middle) Kreitman, James Ernest 3. List any other names you have used. Jim 4. Mailing address (if different from residence) 5. List current residence address. Include any previous addresses within the last five years (attach separate sheet if necessary). STREET AND NUMBER CITY, STATE, ZIP FROM TO Current 11500 Eagle Springs Trail Longmont, CO 80503 6/2007 Present Previous 5 Hanover Terrace - London, UK NW14RJ 7/2002 6/2007 6. List all employment within the last five years. Include any se f employment. (Attach separate sheet if necessary) NAME OF EMPLOYER OR BUSINESS ADDRESS (STREET, NUMBER, CITY, STATE, ZIP) POSITION HELD FROM TO Self Employed 11500 Eagle Springs Rd. Longmont,CO 80503 Manage invest. 1107 Present Credit Suisse 11 Madison Ave., NY, NY 10010 Head of Global Equit'. 3/94 1/07 7. List the names) of relatives working in or holding a financial interest in the Colorado alcohol beverage indushy OF LICENSEE NAME OF RELATIVE RELATIONSHIP TO YOU POSITION HELD NAME None 8. Have you ever applied for. held, or had an interest in a Colorado Liquor or Beer inventory to any licensee? If yes, answer in detail. Z Yes . 110 Lawrence Street, Central City- never License, or loaned money. furniture, fixtures, equipment or Central City Social Club, for business - property for sale. I No opened you applied 9. Have you ever received a violation license anywhere in the United States? notice. suspension, or revocation for a liquor If yes, explain in detail. Li Yes law violation, or have VNo for or been denied a liquor or beer 10. Have you ever been convicted of a crime or received a suspended sentence, deferred sentence, or forfeited hail for any offense in criminal or military court or do you have any charges pending? (If yes. explain in detail.) l.. IYes rNo 11. Are you currently under probation (supervised or unsupervised), parole, or completing the requirements of a deferred sentence? (if yes. explain in detail.) Yes VI - No 12. Have you ever had any professional license suspended, revoked: or denied? (If yes. explain in detail.) ' i Yes �✓ No PERSONAL AND FINANCIAL INFORMATION Unless otherwise provided by law, the personal information required in question #13 will be treated as confidential. The personal information required in question #13 is solely for identification purposes. 13a. Date of Birth b. Social Security Number SSN c. Place of Birth Weymouth, MA d. U.S. Citizen? [Yes UNo e. If Naturalized, State where f. When g. Name of District Court h. Naturalization Certificate Number {i. Date of Certification j. If an Alien, Give Aliens Registration Card Number k. Permanent Residence Card Number I. Height 5'-10" m. Weight in. Hair Color 200 I Brn o. Eye Color; p. Sex 1 Gm I M q. Race i r. Do you have a current Driver's License? If so, give number and stare Cauc. ' 44 Yes -. I No 14, Financial a. Total purchase partnership, Information. N/A price $ A _—(if buying an existing business) or investment being made by the applying entity. corporation, flow from existing operations ^.. limited liability company, other $ 5,000.00 cash b. List the total amount of your investment in this stock purchases or fees paid $ None business including any notes. loans. cash. services or equipment, operating capital, c. Provide details of the Investment described In 14.b. You must account for all of the sources of this investment. Attach a separate sheet if needed. Type: Cash, Services or Equipment Source Amount N/A d. Loan Information (attach copies of all notes or loans) Name of Lender Address Term Security Amount N/A Oath of Applicant I declare under penalty of perjury that this application and all attachments are true, correct, and complete to the best of my knowledge. Auth zed S tt Title Member/Manager Date 5/1/2012 July 15, 2012 To Whom it May Concern, Please accept letter of recommendation for James Kreitman in his application for a liquor license at the Longmont Sports Academy 1725 Vista View Drive Longmont, Colorado 80504. In my capacity as a Banker with Wells Fargo Private Banking, I have gotten to know Jim both professionally and personally. He has maintained a high moral and ethical standard. Jim supports both local business interests and charitable organizations in our community. Please do hesitate to contact me if I can be of further service. Regards, 9 Tyler Olsen 1 720 935 6641 July 15, 2012 To Who'it May Concern, Please accept letter of recommendation for James Kreitman in his application for a liquor license at the Longmont Sports Academy 1725 Vista View Drive Longmont, Colorado 80504. In my capacity as Real Estate Broker with Prudential Real Estate, I have gotten to know Jim both professionally and personally. He has maintained a high moral and ethical standard. Jim supports both local business interests and charitable organizations in our community. Please do hesitate to contact me if I can be of further service. Regards, Jeff E icson 1 303 589 2741 July 15, 2012 To Whom it May Concern, Please accept letter of recommendation for James Kreitman in his application for a liquor license at the Longmont Sports Academy 1725 Vista View Drive Longmont, Colorado 80504. In my capacity as a small business owner of Dirty Knees Gardening, I have gotten to know Jim both professionally and personally. He has maintained a high moral and ethical standard. Jim supports both local business interests and charitable organizations in our community. Please do hesitate to contact me if I can be of further service. Regards, Terri ith 1 720 938 4557 DR 8404-I (07;25111) COLORADO DEPARTMENT OF REVENUE LIQUOR ENFORCEMENT DIVISION 1881 PIERCE STREET RM 10BA DENVER CO 80261 INDIVIDUAL HISTORY RECORD To be completed by the following persons, as applicable. sole proprietors; general partners regardless of percentage ownership, and limited partners owning 10% or more of the partnership: all principal officers of a corporation, all directors of a corporation, and any stockholder of a corporation owning 10% or more of the outstanding stock; managing members or officers of a limited liability company, and members owning 10% or more of the company: and any intended registered manager of Hotel and Restaurant or Tavern class of retail license. NOTICE: This individual history record requires information that is necessary for the licensing investigation or inquiry. All questions must be answered in their entirety or the license application may be delayed or denied. If a question is not applicable, please indicate so by "NIA". Any deliberate misrepresentation or material omission may jeopardize the license application. 1. Name of Business Longmont Sports Academy LLC 2. Your Full Name (last, first, middle) Cardenas, James Adam 3. List any other names you have used. Jim 4. Mailing address (if different from residence) 5. List current residence address. Include any previous addresses within the last five years (attach separate sheet if necessary). STREET AND NUMBER CITY, STATE, ZIP FROM TO Current 1813 Sunlight Dr. Longmont, CO 80504 - 2002 Present Previous - f f6. List all employment within the last five years. Include any se f employment. (Attach separate sheet if necessary) L NAME OF EMPLOYER OR BUSINESS ADDRESS (STREET, NUMBER, CITY, STATE, ZIP) POSITION HELD FROM T TO f Premier Cleaning Services 1813 Sunlight Dr.,Longmont, CO 80504 President 1993 Present (_7. List the na.re(s) of relatives working in o ' holding a financial interest in the Colorado alcohol beverage industry. NAME OF RELATIVE RELATIONSHIP TO YOU POSITION HELD NAME OF LICENSEE None - 1 IL---- L. 8. Have you ever applied for, held. or had an interest in a Colorado Liquor or Beer License, or loaned money. furniture, fixtures, equipment or inventory to any licensee? If yes, answer in detail.il Yes © No 9. Have you ever received a violation notice. suspension, or revocation for a liquor law violation, or have you applied for or been denied a liquor or Deer ',cense anywhere in the United States? if yes, explain in detail. D Yes Z No 10, tiave you eve been convicted of a c r me or received a suspended sentem a. deferred sentence. or forfeited bail for any offense °rr crrn'inol or whit) :y court • or do you have any charges pending? (lf yes. explain m detail.) Yes 'A Ott) 11. Are you currently under probation (supervised or unsupervised). paroleor completing the requirements of s deferred sentence? pt yes, rrxpiairr rn detail.) Yes 'f Ma - 12. Have you eve; fled arty professional lic•errse suspended, revoked :.r denied? Of yes. explain fr• detail.) Yes ttio PERSONAL AND FINANCIAL INFORMATION Unless otherwise provided by taw, the personal information required m question #13 wi i be treated es confidential. The personal ;reformation required in question *13 is solely for identification purposes. 13a. Cate of Birth b. Social Security Number SSN c. Place of Birth , d- U.S. Citizen? 11- 520- Colorado ! if' Yeti .i No e. if Naturalized- Salle where f. 1M1en i g. Name of District Court l'h, Naeiratizatierr f•e,rfrcaite Number it. Dale of Certification 11. If an.. Meat, Give Alien's Registration Card MLrnber -k. Pemtaner-.t Revd' Woe— Gard Number ✓: • j i I. Height f m. VNek•iht in. )Hair Cotcv io. Eye Cotkir' p. Sex I q. Rae r. Dc, you gave a current Driver's Lieertse7 If sr N 5' - 10" 200 Black Brn - ; M 1Hispanic 1 al;Yas t .'Mrs 07- Fi iarrct?" information. a, 'Total purchase r '*ix' S _NSA ............. ......__._..._...._.__._..._....... -......(it prying en existing business} or investment being made by the applying entity, euiporelran, partnershrt7 Irrirtieii lid, xrly con marry. of et S, 5,9 9A0;cdsh flow from existing operations (he total amour( of your irtveatmr rr t in this business including any notes, baits cash. sir -Vi,. -.es or equipment. operating capital, stock purchases Of fees paid S None Provide details of the Investment descr#bed in 14.b. You must account for ali of the sources Of this investment. Attach a separate sheet if reeded. Type: Cash. Services or equipment Source i Amount N/A _ _..._.. __...... _ ..._.._..........._w_..... d. Loan Information (attach copies of all notes or loans) I. Naha of Lenrker Address Term Security ,. Amount N/A Oath of Applicant penalty of perjury thathis application and all attachments fare true. correct, and ccmple_te to the test Orly knowledge ignature i fine ( Data Member/Manager 17/30/2012 i•d XEH 1HC21HSd1 dH Wdea: dJO2 TO 2nd Jonathan P. Dietz 554 Abbey Drive Longmont, CO 80504 303/684-9411 Thursday, June 07, 2012 To Whom It May Concern: Mr. Jim Cardenas has requested me to write a letter of reference for him. I have know Mr. Cardenas for about the past 6 or 7 years and I have found him to be one of the most hard working and dedicated people both with family and work I have ever met. I have seen him work with the kids in the community on different sports teams as well as working at a few of his business in town. With all that said, I have worked for IBM for the past 23 years in a number of Senior Leadership roles and I wish I had a just a few people with the work ethics and personal characteristics of someone like Mr. Cardenas. You can not go wrong with this guy! Jonathan P. Dietz June 6, 2012 To whom it may concern, I am writing this letter of recommendation for James Cardenas (Jim). I have known Jim on personal and professional level for over seven years. Some traits that best describe Jim are: Hardworking, Honest, Trustworthy, Dedicated, Team Oriented, Professional, Organized, and Responsible. I have been professionally associated with Jim and Premier Cleaning in many different jobs for my Company. Each and every time Jim's Company has proven itself to be a professional organization without a doubt. Customer Service is imperative to Jim, and it shows through his peoples' attention to detail, and their professionalism in dealing with each customer. Satisfaction from his customers is Jim's number one priority when working a job. Jim is very patient and listens well to what his clients want on any given job. Jim's integrity and character are above reproach. I, without a doubt, recommend Jim for any job he is qualified to perform. Sincerely, A U Y Co CI Mark S. Gallegos Director of Area Operations for Bodan Inc. (dba Wendy's) mgallegos(&bodaninc.com 720.308.6802 Deborah Duran 2351 Tyrrhenian Drive Longmont, CO 80504 May 10, 2012 RE: Jim Cardenas Longmont Sports Academy To Whom it May Concern: I understand Jim Cardenas is applying for a liquor license and I would like to give a character reference for him. It is with great pleasure that I recommend Jim Cardenas. I have known him for twenty- eight years. Jim has always displayed a high degree of integrity, responsibility, and ambition. He is definitely a leader in the community as well as a very caring individual. In addition to his excellent work ethic, he has proven his leadership ability by organizing several community sporting events and leagues in Longmont to provide both young people and adults an opportunity to compete and learn good sportsmanship. Jim also has good judgment and displays a mature outlook to ensure a logical and practical approach to his endeavors. I am happy to give him my endorsement. Sincerely, Deborah S. Duran Human Resources Sr. Director ProBuild THIS LEASE HAS IMPORTANT LEGAL CONSEQUENCES. THE PARTIES SHOULD CONSULT LEGAL COUNSEL BEFORE SIGNING. COMMERCIAL LEASE (Gross) This Commercial Lease (the "Lease") is made on May 1, 2012 (date) and is entered into by and between Landlord (as defined below) and Tenant (as defined below). In consideration of the payment of the Rent (as defined below); all costs, charges, and expenses which Tenant assumes, agrees, or is obligated to pay to Landlord pursuant to the Lease (the "Additional Rent"); and the performance of the promises by Tenant set forth below, Landlord hereby leases to Tenant, and Tenant hereby accepts, the Premises (as defined below), subject to the terms and provisions set forth in the Lease. PARTIES, PREMISES, AND DEFINED TERMS 1. Landlord: Acme Investments, LLC a(n) limited liability company [Individual, Company or Type of Entity], (the "Landlord"). 2. Tenant: Longmont Sports Academy LLC a(n) limited liability company [Individual, Company, or Type of Entity], (the "Tenant"). 3. Premises: Landlord is the owner of certain real estate legally described as 1725 Vista View Drive, Longmont, Colorado in Weld [insert county], Colorado (the "Real Estate"). The Real Estate is improved with a building [insert description of building or buildings] (the "Improvements") (the Real Estate and the Improvements are collectively referred to as the "Property"). Landlord hereby leases and demises to Tenant the following described portion of the Property: Address 1725 Vista View Drive Suite b, c, d consisting of N/A square feet (the "Premises"). 4. Term: Landlord Leases the Premises to Tenant from twelve o'clock noon on the day of May , 20 12 and until 11:59 p.m. on the 30th day of April 20 22 (the "Term"). Subject to Tenant's performance of all obligations under the Lease, including, without limitation, payment of Rent and Additional Rent, Tenant shall enjoy quiet possession of the Premises. 5. Rent: Rental for the first year of the Term is Twelve Thousand and 00 /100 Dollars ($ 12,000.00 ) payable in equal installments of One Thousand and 00 /100 Dollars ($ 1,000.00 ) in advance to Landlord on the first day of each calendar month for that month's rental before twelve o'clock noon, without notice (the "Rent"). Unless otherwise provided in the Lease, all payments due under the Lease, including Additional Rent, shall be mailed, or delivered to Landlord at the following address: 11500 Eagle Springs Trail, Longmont, CO 80503 If the Term does not begin on the first day of the month, the Rent shall be prorated accordingly. Rent for subsequent years of the Term shall ❑ shall not be increased. In the event Rent is subject to increase, it shall be increased on the following basis: Change in Landlord's costs No. e1003. COMMERCIAL LEASE (Gross) (Page I of II) Initials. Landlord Tenant Bradford Publishing 1743 Wazee SL, Denver, CO 80202 - (303) 292-2590 — www.bradfordpublishing.com — eForm 6. Option: Tenant ❑ shall gl shall not have the option to extend the Term, pursuant to the terms and conditions contained herein, for an additional N/A period (the "Option"). In the event Tenant desires to exercise the Option, Tenant shall, at least days before expiration of the Term, provide Landlord with written notice of its intent to exercise the Option. Rent shall be adjusted and payable as follows: N/A The option shall only be exercisable provided that no Tenant Defaults currently exist and that no Tenant Defaults have occurred over the Term of the Lease which have not been cured by Tenant as provided by the Lease. 7. Security Deposit: Prior to occupying the Premises, Tenant shall keep on deposit with Landlord a security, cleaning, and damage deposit in the amount of N/A and /100 Dollars ($ N/A ) as security for the return of the Premises at the expiration of the Term in as good condition as when Tenant entered the Premises, normal wear and tear excepted, as well as the faithful, timely, and complete performance of all other terms, conditions, and covenants of the Lease (the "Security Deposit"). S. Use: The Premises shall be used for Sports Academy with Restaurant serving Alcohol provided this use conforms with applicable zoning regulations. Tenant shall not, without the prior written consent of Landlord, permit the Premises to be used for any other purpose. 9. Utilities/Additional Rent: Tenant shall be responsible for paying the following utilities upon the Premises, which charges shall be deemed Additional Rent: ❑ Electric ❑ Gas ❑ Water ❑ Sewer ❑ Phone ❑ Cable/Satellite T.V. ❑ Internet Access ❑ Refuse Disposal IX Other as agreed If the Premises shares meter facilities for utilities, the charges shall be allocated to each tenant by Landlord based upon a reasonable basis. In the event Tenant fails to timely pay any of the aforementioned charges, it shall be deemed a Default. Landlord shall be responsible for any remaining utilities not specifically designated to be paid by Tenant, including utilities for Common Areas (as defined below). 10. Payment of Additional Rent: Additional Rent shall be paid by Tenant to Landlord in monthly installments concurrent with the Rent. 11. Late Payments: If any Rent, Additional Rent, or other payment is received later than N/A days after the date when due, the parties agree that Additional Rent in the amount of ❑ $ or ❑ percent ( %) of the outstanding sums shall also be due and payable. The addition of such amount and the collection thereof shall not operate to waive any other rights of Landlord for nonpayment of Rent, or for any other reason. 12. Repairs and Maintenance of the Premises: The ❑ Landlord X Tenant shall maintain the foundation, exterior walls, and roof of the Improvements in good repair. The ❑ Landlord X Tenant agrees to keep all the other improvements (including plate glass and other windows, window frames, and doors) upon the Premises repaired and maintained in good order as described in the Lease. The ❑ Landlord ® Tenant shall properly irrigate and care for all trees, shrubbery, and lawn and the ❑ Landlord ® Tenant shall keep all driveways, sidewalks, and parking areas on the Premises free and clear of ice and snow. 13. Parking: For the Term, Landlord grants to Tenant and its employees and invitees, at no additional charge, a Parking License. The Parking License is a non-exclusive license for the use of N/A parking spaces upon the Property (the "Parking License"). The Parking License shall be effective for the term of the Lease as defined below. Landlord and Tenant ❑ shall ® shall not designate specific spaces for the Parking License prior to commencement of the Term. PREMISES 14. Common Areas: The common areas are all areas outside of the Premises upon the Property designated by Landlord for common use of Tenant, its employees, licensees, invitees, contractors, and Landlord (the "Common Areas"). Landlord grants to Tenant, its employees, licensees, invitees and contractors a non-exclusive license over such Common Areas of the Property necessary to the use and occupancy of the Premises and Parking License (the "Common Area License"). Said License shall be effective for the Term of the Lease. Tenant shall not use Common Areas for any type of storage, or parking of trucks, trailers, or other vehicles without the advance written consent of Landlord. All parking and Common Areas of Property shall at all times be subject to the management of Landlord, and are not part of the Premises. All use of the Common Areas shall be at the sole risk of Tenant, and Landlord is not liable for any damages, or injuries occasioned by such use. Landlord shall have the right, power, and authority to compile, promulgate, change, and modify all rules and regulations that it may, in its sole discretion, deem necessary for use of the Common Areas. No. e1003. COMMERCIAL LEASE (Gross) (Page 2 of II) Initials: Landlord Tenant Tenant agrees to abide by and conform with all rules and regulations pertaining to such Common Areas. Landlord shall have the right to construct, maintain, and operate lighting facilities; to police and from time to time change the area, location, and arrangement of the Common Areas and facilities; to restrict employee parking to certain areas; to temporarily close all, or any portion of the Common Areas; to discourage non -customer parking; and to do and perform any and all such other acts in and to said Common Areas and facilities as Landlord shall determine in its sole and absolute discretion. 15. Condition of Premises and Representations: Tenant is familiar with the physical condition of the Premises and the Property. Except as may otherwise be provided in the Lease, Landlord makes no representations, or warranties as to the physical condition of the Premises, or the Property, or their suitability for Tenant's intended use. In the event that Landlord agrees to provide any renovations, build -out, or any other labor and materials for the improvement of the Premises, or any allowance for improvements to be effected by Tenant, such work, or allowance shall be specified and agreed to between the parties in a separate document appended to this Lease and which shall constitute a part of this Lease ("Work Letter"). Other than the work, if any, to be performed pursuant to Tenant's Work Letter, the Premises are rented "as is," in current condition, and all warranties are hereby expressly disclaimed. Landlord makes no representations, or warranties as to the suitability of the Premises for Tenant's intended use. Landlord further makes no representations, or warranties as to whether Tenant's intended use will necessitate changes, or alterations to the Premises in order to comport with local, state, or federal laws and regulations. Such laws and regulations include, but are not limited to: health code regulations, access regulations (including, but not limited to, the Americans with Disabilities Act), and zoning regulations. Tenant understands and agrees that in the event actions, alterations, or improvements are required in order to bring the Premises into compliance with any local, state, or federal laws and regulations because of Tenant's intended use, Tenant shall be solely responsible for any and all associated costs and expenses relative thereto. Tenant further indemnifies and agrees to hold Landlord harmless from any and all claims and liabilities that may arise by virtue of Tenant's use of the Premises in violation of any local, state, or federal laws and regulations. 16. Check -In Inspection: Landlord and Tenant may conduct an inspection of the Premises at the time of possession. A check -in inspection sheet may be completed at that time and the information contained therein shall be sufficient and satisfactory proof of the condition of the Premises at the time of possession, should a subsequent dispute arise at a later date as to the condition of the Premises at the time of move -in. 17. Use of Premises: Tenant, in consideration of the leasing of the Premises, agrees as follows: a. Use of Premises: To use and occupy the Premises solely as and for the use specified in Paragraph 8 of the Lease. Landlord's consent to the aforementioned use is not an assurance, or warranty that the Premises' attributes are sufficient for Tenant's use. Tenant represents and warrants that it has conducted sufficient due diligence to assure itself that the Premises are suitable for its use, and that such use is permitted by applicable law. Landlord expressly reserves its right to lease space within the Property as it sees fit, unless explicitly prohibited by other provisions in the Lease. Landlord's demise of the Premises to Tenant does not preclude Landlord from leasing other parts of the Property to other tenants who may be viewed objectively, or subjectively as competing with Tenant. b. Signage: Tenant shall be permitted to erect a sign or signs upon the Premises, provided all signage is in compliance with size and other requirements of Landlord and as may be set forth by applicable ordinances and regulations including, but not limited to, sign and design ordinances. All signage shall conform to aesthetic and design criteria, themes, and standards of the Property and the Improvements. Additionally, Landlord may provide signage space on a common, or community sign located on the Property. c. Vacancy: It will be deemed a Default of the Lease if the Premises are left vacant and unoccupied for over thirty (30) days. In addition to other remedies contained in the Lease, the Landlord may, without being obligated to do so, and without terminating the Lease, retake possession of the Premises and relet, or attempt to relet them for such rent and upon such conditions as the Landlord deems best, making such changes and repairs as may be required, giving credit for the amount of rent so received, less all expenses of such changes and repairs. Tenant shall be liable for the balance of the Rent and Additional Rent herein reserved until the expiration of the Term. d. Legal Compliance: Tenant and its licensees and invitees shall comply with and abide by all federal, state, county, and municipal laws and ordinances in connection with the occupancy and use of the Premises. Tenant and its licensees and invitees may not possess, or consume alcoholic beverages on the Premises unless they are of legal age. No alcoholic beverages shall be sold upon the Premises unless proper licenses have been obtained. No illegal drugs or controlled substances (unless specifically prescribed by a physician for a specific person occupying or present upon the Premises) shall be permitted upon the Premises. Tenant hereby covenants and agrees to use its reasonable efforts to prevent and preclude its employees, guests, invitees, etc. from the aforementioned illegal conduct. Tenant and its licensees and invitees shall not use the Premises in any way that may result in an increase of the rate or cost to the Landlord to insure the Property. No hazardous or dangerous activities are permitted upon the Premises. No. e1003. COMMERCIAL LEASE (Gross) (Page 3 of 11) Initials: Landlord Tenant e. Additional Prohibitions: Neither Tenant nor its subtenants, licensees, volunteers, employees, guests, or invitees shall act in any manner that would interfere with, or be a nuisance to, other subtenants, occupants, or invitees of the Premises, or adjacent property owners, or adjacent tenants, or that would interfere with those other parties' quiet enjoyment of their premises. Said prohibition includes, but is not limited to, loud noises, loud music, noxious or unpleasant odors, and disruptive behavior or actions. Tenant shall not permit any portion of the Premises to be used in a manner that may endanger the person or property of Landlord. co -tenants, or any person living on or near the Premises. Tenant shall keep all portions of the Premises in a dean, sate, sanitary, and habitable condition. f. Pets and Animals: Pets or animals M shall ❑ shall not be permitted upon the Premises. g. Storage/Trash: Tenant shall store all personal property entirely within the Premises. Tenant shall store all trash and refuse in adequate containers within the Premises, which Tenant shall maintain in a neat and clean condition, or within designated Common Areas so as not to be visible to members of the public in, or about the Property, and so as not to create any health or fire hazard. h. Hazardous Material Prohibited: Tenant shall not cause or permit any hazardous material to be brought upon, kept or used in, or about the Premises by Tenant, its agents, employees, contractors, or invitees. If Tenant breaches the obligations stated in the preceding sentence, or if the presence of hazardous material on the Premises caused, or permitted by Tenant results in contamination of the Premises, o: if contamination of the Premises by hazardous material otherwise occurs for which Tenant is responsible to Landlord for resulting damage, then Tenant shall indemnify, defend, and hold Landlord harmless from any and all resulting claims, judgments, damages, penalties, fines, costs, liabilities, or losses. i. Quiet Enjoyment: Landlord agrees that upon Tenant paying the Rent and performing Tenant's obligations under the Lease, Tenant shall peacefully and quietly have, hold, and enjoy the Premises throughout the Term or until the Lease is terminated pursuant to its terms. Landlord shall not be responsible for the acts or omissions of any other tenant or third party that may interfere with Tenant's use and enjoyment of the Premises. In the event of any transfer or transfers of Landlord's interest in the Premises or in the Property. other than a transfer for security purposes only, the Landlord shall be automatically relieved of any and all obligations and liabilities accruing from and after the date of such transfer. j. Rules and Regulations: Landlord shall provide Tenant with a copy of all rules and regulations affecting the Premises, and Tenant shall abide by all such rule= and regulations. 18. Subletting or Assignment: Tenant shall not sublet the Premises or any part thereof, nor assign the Lease or any interest therein, without the prior written consent of Landlord. Such consent shall be at the sole discretion of Landlord. As a condition of assignment or sublease, Landlord may require the continued liability of Tenant or a separate personal guaranty by Tenant or its principal. If Tenant is a corporation, limited liability company, or other entity that is not a natural person, any change in ownership or more than thirty percent (30.0%) (over any period) of the ownership interest shall be deemed an assignment of the Lease. In the event an assignment or sublease is permitted, all payments from assignee or sublessee shall be made directly by said party to Landlord, and not through Tenant. 19. Surrender of Premises: Tenant will return the Premises to Landlord at the expiration of the Term in as good order and repair as when Tenant took possession, loss h: casualty and normal wear and tear excepted. Any deterioration or damage caused by accident, abuse, carelessness. or negligence shall not be considered normal wear and tear. In the event that Tenant fails to redeliver the Premises in appropriate condition, Landlord may restore the Premises to appropriate condition, including repair, replacement. and cleaning. The cost of any work necessitated shall be deducted from the Security Deposit; if the Security Deposit is insufficient to cover work performed, Tenant shall be obliged to pay the additional balance. 20. Removal of Fixtures/Redelivery: Tenant shall remove, at the termination of the Lease, provided Tenant is not in Default, Tenant's moveable trade fixtures and other items of personal property that are not permanently affixed to the Premises. Tenant shall remove the alterations and additions and signs made by Tenant as Landlord may request and repair any damage caused by such removal. Tenant shah peaceably yield up the Premises and all alterations and additions thereto (except such as Landlord has requested Tenant to remove); and all fixtures, furnishings, floor coverings, and equipment that are permanently affixed to the Premises which shall thereupon become the property of the Landlord. Any personal property of Tenant not removed within five (it days following such termination shall, at Landlord's option, become the property of Landlord. PAYMENTS 21. Payments/Dishonored Checks: Ptyments shall he deemed received when actually delivered to, and received by, Landlord at the payment location. Dishonored checks and any checks received late in the mail will be treated as late payments. Additional bank and handling charges may also be assessed in the event of a dishonored check. The No. e1003. COMMERCIAL LEASE (Gross) (Page 4 of II) Ini!iuls: Landlord Tenant foregoing items shall be deemed Additional Rent. Lard!ord may require Tenant to replace such dishonored check with a money order, cashier's check, or other good funds. Landlord may further require that all subsequent payments after a dishonored check be paid with a money order. cashier's check. or other good funds. 22. Partial Payment: if any partial payment. is made by Tenant, it shall be allocated first to the payment of Additional Rent, including, without limitation. UI titics (if applicable) and other expenses; and second to unpaid Rent. Acceptance by Landlord of any partial payment steali naive the right of Landlord to require immediate payment of the unpaid balance of Rent or waive or affect f andlocd's rights to institute legal proceedings including, without limitation, an eviction action. 23. No Offset: No assent, express or implied, 0: ens Default of any one or more of the agreements hereof shall be deemed or taken to be a waiver of any succeeding or other Default. The covenants set forth in the Lease are independent. Tenant shall have no right to w ithholti or ,et of; any Rent due Landlord. 24. Joint and Several Obligations of Tenant: In the anent more than one person comprises Tenant, it is expressly understood and agreed that each person comprising Tenant is jointly and severally liable for any and all obligations of Tenant in the Lease. This means that all persons congatsuig. Tenant are each, together and separately, responsible for all of Tenant's obligations. Landlord may, at its optics]. dc;cr'or,a whom to hold responsible. 'LR l DEPOSIT 25. Security Deposit: a. Security Deposit: To secure the faithfcl perormance by Tenant of all of Tenant's covenants, conditions, and agreements in the Lease to be observed and performed, Tenant shall deposit with Landlord the Security Deposit prior to commencement of the Lease. The Security Deposit ;nay also he used in the event of termination of the Lease by re-entry, eviction, or otherwise. b. Application of Security Deposit: 1lic rr.r.,c, agree: (I) that the Security Deposit or any portion thereof, may be applied to the curing of any Default that nLn eyrs:. and/or payment of subsequent damages and costs incurred by Landlord, without prejudice to any other iened or ourodies that Landlord may have on account thereof, and upon such application Tenant shall pay Landlord or.halt: I,' the amount so applied, which shall be added to the Security Deposit so it will be restored to its original amount. t 2 that sham! the Premises be conveyed by Landlord, the Security Deposit or any portion thereof may be turned -:n as LC, Lanclord's grantee, and if the Security Deposit is turned over, Tenant agrees to look to such grantee for such ap, .! it son nr it win; (3) that Landlord shall not be obligated to hold the Security Deposit as a separate fund; (4) that shoat,: :lie i.en.. be increased. the Security Deposit shall be increased in the same proportion within thirty (30) days of such I:aao increase; and U) that should a Default occur, Landlord may, as an additional remedy, increase the Security Deposit r,..lit discretion c. Return of Security Deposit: If Sena' t .t,ah prrfbrm all of its respective covenants and agreements in the Lease, the Security Deposit, or the portion 1 I_sio sic applied pursuant to the provisions of the Lease, together with a statement, shall be returned to i, _.o s ?.o a interest, no later than sixty (60) days after the expiration of the Tenn, or any renewal or extension there L i r.:..!. ¢.a lair , ime ii required by applicable law), provided Tenant has vacated the Premises and surrendered possessi.m ocimx .o Landlord. REPA11;.)1 _',D yIAIN'I'ENANCE 26. Improvements, Repairs and Maintenance! Subject to the limitations set forth in Paragraphs 27 and 28 below, either Landlord or Tenant, as specified in taitaistr,qah ;2 above, shall be responsible for the cost and condition of the respective improvements, repairs, and maim; t I, rC'at in,r ti all structural components. interior and exterior walls, floors, ceiling, roofs, sewer connections. plum) a',_ .:, ir.�. , ; O,hauces. and glass used in connection with the Premises. 27. Landlord's Limited Responsibility: to Ice (r•.ant Paragraph 12 of the Lease provides for Landlord's responsibility for certain repair and mahm:mrnt,. art;',nrd shall be responsible for: ti) any repairs, replacements, restorations, or maintenance that have been rcct ...arc Ltd by reason of ordinary wear and tear, and (ii) any repairs, replacements, restorations, or maintenance Mai ht ,; .loan necessitated by sudden natural forces, or acts of God, or by fire not caused by Tenant. The cost of any ni.ir cat titepos. or replacements necessitated by the act, neglect, misuse, or abuse of Tenant, its agents, emplo)ees. cast. 'ma:Ics,see„ invitees. or contractors shall be paid by Tenant to Landlord promptly upon billing. Landlord sir alt efforts to cause any necessary repairs to be made promptly; provided, however, that Landlord sin t at, tt,rc IIJ,'Gicy .vnatsoever for any delays in causing such repairs to No. e1003. COMMERCIAL LEASE (Gross( (Pan 5 or I i I�oJloid Tenant be made, including, without limitation, aids ILib:ill Tenant to any abatement of Base and Additionid 28. Tenant's Allowed Responsibd)ticg responsibility for certain repair and mains aunt repairs of any kind upon the Premises or st r the responsibility of Landlord becomes ns cess. time for the work to be completed. Any linai expense of Tenant. 29. Tenant's Duty to Repair: In die e certain repair and maintenance. Tenant shall. at limited to, the plumbing, exterior plate pubs fixtures, appliances, and interior walls, doorssas- connection with the Premises (and including is. in Paragraph 12). Tenant shall, at Tenant's ow,, such equipment, fixtures. appliances, and vied' repairs shall include all replacements. rencssal> shall be equal or better in quality and em s> to I Landlord may obtain them and bill Tenant for 30. Tenant Improvements: Unles c:ire any and all improvements and alterations ss.• including, but not limited to, electrical •.s a Ing- systems, wiring, and fixtures necessary to fi itch 31. Improvements/Prior Landlorrt (,- specifications, including engineering, men Haan if applicable, and any subsequent impre,emer, such detail as Landlord may require. aim in As soon as reasonably feasible the)eafte _ _ , Landlord's approval. Tenant shall cause ' er. approval. Tenant shall not commence an} ten Landlord has approved Tenant's plans_ 32. Tenant Work and Repairs/Comp':. permits before undertaking Tenant Work or a good and workmanlike manner. Tenam shall only with contractors previously approves i, regulations, including, but not limited to t_iilsL and Landlord's agents harmless and inde , n (including the cost for defending against uts Tenant shall promptly pay when due ese , ti; by Tenant, so that the Premises shall at J. . indemnify, defend, and hold Landlord b r,nic . reasonable attorneys' fees, incurred 'nonnre: t materials, or supplies furnished to Tenant. m, liens be filed or recorded against the Premises to, or on behalf of Tenant, or should any ,cid,' to be released of record within bee (H) clay, Tenant shall nonetheless cause such licit C. competent jurisdiction as may he provide it. , any charge for which such mechanic's lieu or caused the lien to be released as aforesaid I , and any associated costs, and the ante, ,a •,•. therewith, shall be immediately due imam its: 33. Common Area Maintenance: of Property, including walks and parking Iit_.. act, neglect, misuse, or abuse by Tenant. lis , iir` t us of Tenant's business, nor shall any delays entitle cr i 2. 's_ or be deemed an eviction of Tenant in whole or in part. .1s _.0 1);:i acraph 1_2 of the Lease provides for Landlord's i can n„i ecr :Erin or contract with third parties to perform any has , Premises are located. In the event any repair that is In: ,,. I .ar,tllord as soon as possible, and allow reasonable p-erl , Inc,' or comractett for by Tenant will he at the sole ';a-,.ec:,a i 2 of the Lease provides for Tenant's responsibility for din. Hilt dst mil expense. maintain the Premises, including, but not eta s cud is iniow frames, electric wiring, HVAC equipment, cttar,ees belonging thereto installed for the use or used in .... _ .• aIls. and roof of the Improvements, if so provided a.n..::'a and sti'hen needed all repairs to the Premises and to all . _ .tai, _ ,:,_r c m keep the same in good order and condition. Tenant _rants tit Reuelmerits (the "Tenant Repairs"). All Tenant Repairs rigi, It, the eventTenant fails to complete Tenant Repairs, ydtl.t onal Rent. ei p,. n,> .. i;, the Work Letter, Tenant shall be solely responsible for r -v necessary for Tenant's intended use of the Premises, .;.; hir.,7. framing, dryssall, flooring, finish work, telephone odi'ion suitable for Tenant's use (the "Tenant Work"). Lyres to submit to Landlord complete plans and ..everlrg any and all contemplated Tenant Work, lhe Premises. The plans and specifications shall be in tl epl:e able statutes, ordinances. regulations, and codes. �. _• kn.,, it of ,'n failures of Tenant's plans to meet with ,o the extent necessary to obtain Landlord's ,.s: 'er hnpros ements, or alterations of Premises until rc ks s ,'dct Ra rdhauic Liens: Tenant shall procure all necessary _ . zl .- , Ina it ;'gall pertb:m all Tenant Work or Tenant Repairs in soon (nudity and perform Tenant Work or Tenant Repairs .l'enurzshall comply with all laws, ordinances, and sad sal bit; codes. Tenant hereby agrees to hold Landlord ,..i,. loss. claims, or damage to any person or property uy. or cross iog out of Tenant Work or Tenant Repairs. „<a s7v irk or'Tenant Repairs on the Premises undertaken tie ;Ion for labor and materials. Tenant hereby agrees to J- Ilability, loss, damages, costs, or expenses, including of :ms nature whatsoever for work performed for, or Iabe'ers. materialmen, or others. Should any such ss uh respect to work done for, or materials supplied ••Jr tire. -_to he commenced. Tenant shall cause such liens i_. i''?_pant desires to contest any such claim of lien, ui i bo the posting of adequate ,security with a court of a;w , hen statetes. If Tenant shall be in default in paying ',1, c , cr licit has been recorded or filed and shall not have ',te n ii required to do so) pay such lien or claim able attorneys- fees incurred in connection Rent le elturis to maintain and repair Common Areas ,.ncc. repairs_ or replacements necessitated by the ins irees. nit contractors shall be paid by Tenant to No. e1003. COMMERCIAL. LEASE (Gross) (Page 0 of I - Landlord. Landlord shall use reasonable efforts to cause any necessary repairs to be made promptly; provided, however, that Landlord shall have no liability whatsoever for any delays in causing such repairs to be made, including, without limitation, any liability for injury to or loss of Tenant's business, nor shall any delays entitle Tenant to any abatement of Rent or damages, or be deemed an eviction of Tenant in whole or in part. 34. Keys/Locks: Tenant shall not place any additional locks upon the Premises, including, but not limited to, exterior and interior doors. Tenant shall not cause any of the locks or cylinders therein to be changed or re -keyed. 35. Waste/Rubbish Removal: Tenant shall not lay waste to the Premises. Tenant shall not perform any action or practice that may injure the Premises or Property. Tenant shall keep the Premises and the Property surrounding the Premises free and clear of all debris, garbage, and rubbish. Unless otherwise provided for in the Lease, Tenant shall be responsible for contracting for and paying for trash and debris removal required by Tenant's use of the Premises. DEFAULT, NOTICE AND REMEDIES 36. Default: If Tenant is in arrears in the payment of any installment of Rent, any Additional Rent, or any portion thereof, or is in violation of any other covenants or agreements set forth in the Lease (a "Default") and the Default remains uncorrected for a period of three (3) days after Landlord has given written notice thereof pursuant to applicable law, then Landlord may, at Landlord's option, undertake any of the following remedies without limitation: (a) declare the Term of the Lease ended; (b) terminate Tenant's right to possession of the Premises and reenter and repossess the Premises pursuant to applicable provisions of the Colorado Forcible Entry and Unlawful Detainer statute; (c) recover all present and future damages, costs, and other relief to which Landlord is entitled; (d) pursue Landlord's lien remedies; (e) pursue breach of contract remedies; and (f) pursue any and all available remedies in law or equity. In the event possession is terminated by reason of a Default prior to expiration of the Term, Tenant shall remain responsible for the Rent and Additional Rent, subject to Landlord's duty to mitigate such damages. Pursuant to §§ 13-40-104(d.5) and (e.5), and 13-40-107.5, C.R.S., hereby incorporated by reference, in the event repeated or substantial Defaults(s) under the Lease occur, Landlord may terminate Tenant's possession upon a written Notice to Quit, without a right to cure. Upon such termination, Landlord shall have available any and all of the remedies listed above. 37. Abandonment: In the event of an abandonment of the Premises, Landlord may, without being obligated to do so and without terminating the Lease, retake possession of the Premises and exercise any of the remedies contained in Paragraph 38 below. 38. Re -Entry: In the event of re-entry by Landlord as a result of abandonment or a Default by Tenant: a. Tenant shall be liable for damages to Landlord for all loss sustained, including, without limitation, the balance of the Rent and Additional Rent, court costs, and reasonable attorneys' fees; b. Tenant's personal property and the personal property of any guest, invitee, licensee, or occupant may be removed from the Premises and left on the street or alley, or, at Landlord's option, it may be removed and stored, or disposed of at Landlord's sole discretion. Landlord shall not be deemed a bailee of the property removed and Landlord shall not be held liable for the property. Tenant shall indemnify Landlord for any expense in defending against any claim by Tenant or third party and for any legal expense, cost, fine, or judgment awarded to a third -party as a result of Landlord's action under the tern) of the Lease; c. Landlord may attempt to relet the Premises for such rent and under such terms as Landlord believes appropriate; d. Landlord may enter the Premises, clean and make repairs, and charge Tenant accordingly; e. Any money received by Landlord from Tenant shall be applied first to Rent, Additional Rent, and other payments due; and f. Tenant shall surrender all keys and peacefully surrender and deliver up possession of the Premises. INSURANCE AND INDEMNIFICATION 39. Negligent Damages: Tenant shall be responsible for and reimburse Landlord for any and all damages to the Premises or Property and persons and property therein caused by the negligent, grossly negligent, reckless, or intentional acts of itself, its employees, agents, invitees, licensees, or contractors. 40. Liability Indemnification/Insurance: Tenant shall hold Landlord, Landlord's agents, and their respective successors and assigns, harmless and indemnified from all injury, loss, claims, or damage to any person or property while on the Premises, or any other part of the Property, or arising in any way out of Tenant's business, which is occasioned by a negligent, intentional, or reckless act, or omission of Tenant, its employees, agents, invitees, licensees, or contractors. Tenant shall maintain public liability insurance insuring Landlord and Landlord's agents, as their interest No. e1003. COMMERCIAL LEASE (Cross) (Page 7 of II) Initials: Landlord Tenant may appear, against all claims, demands, or actions for injury to or death in an amount of not less than one million dollars ($1,000,000) arising out of any one occurrence, made by, or on behalf of any person, firm, or corporation, arising from, related to, or connected with the conduct and operation of Tenant's business, including, but not limited to, events on the Premises and anywhere upon the Property. Tenant shall also obtain coverage in the amount of one million dollars ($1,000,000) per occurrence covering Tenant's contractual liability under the aforesaid indemnification clauses. 41. Fire/Casualty Insurance: Tenant shall maintain plate glass insurance covering all exterior plate glass in the Premises, fire, extended coverage, vandalism, and malicious mischief insurance and such other insurance as Tenant may deem prudent, covering all of Tenant's stock in trade, fixtures, furniture, furnishings, floor coverings, and equipment in the Premises. 42. Insurance Requirements: All of Tenant's insurance related to the Premises and the Property shall be in the form and from responsible and well -rated companies satisfactory to Landlord, shall name Landlord as an additional insured thereunder, and shall provide that the insurance will not be subject to cancellation, termination, or change except after at least thirty (30) days prior written notice to Landlord. The policies or duly executed certificates for such insurance shall be provided to Landlord prior to commencement of Term and upon request of Landlord. 43. Waiver of Liability: Landlord and Landlord's agents and employees shall not be liable for, and Tenant waives all claims for, damage to property sustained by Tenant, employees, agents or contractors, or any other person claiming through Tenant, resulting from any accident in or upon the Premises or the Property of which they shall be a part, including, but not limited to, claims for damage resulting from: (1) any equipment or appurtenances becoming out of repair; (2) Landlord's failure to keep the Property or the Premises in repair; (3) injury done or occasioned by wind, water, or other act of God; (4) any defect in, or failure of, plumbing, heating, or air-conditioning equipment, electric wiring, or installation thereof, gas, water and steam pipes, stairs, porches, railings, or walks; (5) broken glass; (6) the backing -up of any sewer pipe, or downspout: (7) the bursting, leaking, or running of any tank, tub, sink, sprinkler system, water closet, waste pipe, drain, or any other pipe or tank in, upon, or about the Property or Premises; (8) the escape of steam, or hot water; (9) water, snow, or ice being upon, or coming through the roof, skylight, doors, stairs, walks, or any other place upon, or near such Property, or the Premises, or otherwise; (10) the falling of any fixtures, plaster, or stucco; (I I) fire or other casualty; and (12) any act, omission, or negligence of co -Tenants, or of other persons or occupants of the Property, or of adjoining or contiguous buildings, or of adjacent or contiguous property. 44. Third -Party Liability: Landlord shall not be liable to Tenant for any damage by or from any act or negligence of any co -tenant or other occupant of the Improvements, or by any owner or occupant of adjoining or contiguous property. Landlord shall not be liable for any injury or damage to persons or property resulting in whole or in part from the criminal activities of others. To the extent not covered by normal fire and extended coverage insurance, Tenant agrees to pay for all damage to the Improvements. 45. Landlord Insurance: Insurance shall be procured by Landlord in accordance with its sole discretion. All awards and payments thereunder shall be the property of the Landlord, and Tenant shall have no interest in the same. Notwithstanding the foregoing, Landlord agrees to obtain building liability and hazard insurance required to be carried for the Property and Premises and adequate hazard insurance, which covers replacement cost of the Property and Premises. 46. Indemnification Fees and Costs: In case any claim, demand, action, or proceeding is made or brought against Landlord, its agents, or employees, by reason of any obligation on Tenant's part to be performed under the terms of the Lease or arising from any act of negligence of Tenant or its agents or employees, or which gives rise to Tenant's obligation to indemnify Landlord, Tenant shall be responsible for all costs and expenses, including, but not limited to, reasonable attorneys' fees incurred in defending or prosecution of the same, as applicable. OTHER PROVISIONS 47. Destruction or Condemnation of Premises: Landlord's and Tenant's duties and responsibilities are as follows when destruction or condemnation of the Premises occurs: a. Partial Destruction of the Premises: In case of partial destruction of the Premises by fire, or other casualty, Landlord at its discretion may repair the Premises with reasonable dispatch after notice of said partial destruction. Tenant shall remain responsible for payment of Rent. Subparagraph (d) of this Paragraph 47 shall apply if Landlord determines that the partial destruction will not be repaired. b. Premises Untenable: If the Premises are made totally untenable by fire, the elements, or other casualty, or if the building in which the Premises are located is partially destroyed to the point where Landlord, within a reasonable time, decides not to rebuild, or repair, then Subparagraph (d) of this Paragraph 47 shall apply. No. e1003. COMMERCIAL LEASE (Gross) (Page 8 of II) Initials: Landlord Tenant c. Condemnation: If the whole or part of the Premises are taken by any authority for any public or quasi -public use, or purpose, then Subparagraph (d) of this Paragraph 47 shall apply. All damages and compensation awarded for any taking shall be the sole property of Landlord. d. Termination of Term: Tenant agrees that if Landlord decides not to repair, or rebuild the Premises where the destruction has occurred as described in Subparagraphs (a) and (b) of this Paragraph 47, the Term hereby granted by the Lease shall cease and the Rent and Additional Rent shall be prorated and payable up to the time of the cessation of the Term. A refund will be given for the balance of any Rent paid in advance for which Tenant did not have use of the Premises due to the cessation of the Term under the conditions of this Paragraph 47. Where the Premises have been taken due to condemnation as described in Subparagraph (c) of this Paragraph 47, the Term of the Lease shall cease and terminate upon the date that possession of the Premises is taken by the authority. Rent and Additional Rent shall be prorated and payable up to the time of the cessation of the Term. Tenant shall not hold Landlord liable for any damages as a result of any of the acts or events described in this subparagraph. 48. Holdover: Tenant shall vacate the Premises and remove all of Tenant's personal property from the Premises prior to 11:59 p.m. on the date the Term expires. Landlord may immediately commence eviction proceedings at its sole discretion. If, after the expiration of the Lease. Tenant shall remain in possession of the Premises and continue to pay Rent without a written agreement as to such possession. then such tenancy shall be regarded as a month -to -month tenancy, at a monthly rental, payable in adr ance, equivalent to the last month's Rent paid under the Lease, and subject to all the terms and conditions of the Lease. 49. Entry by Landlord: Landlord may enter the Premises at reasonable hours for reasonable purposes (such as repairs, inspections, or re -letting to prospective new tenants), upon reasonable notice to Tenant. Landlord may also enter the Premises in the event of emergency, without notice, or in the event of vacancy of the Premises, as described in Paragraph 38. 50. Guarantor: In the event the Lease is guaranteed, the person(s) guaranteeing the Lease ("Guarantor") hereby absolutely guarantees Tenant's obligations and performance under the Lease. Guarantor further agrees to be bound by the same covenants and conditions of the Lease and hereby makes the same warranties and representations as Tenant hereunder. If Tenant defaults in Inc performance of its obligations under the Lease, Guarantor will perform said obligations. 51. Subordination/Estoppel/Attornment: The Lease shall be subordinate to all existing and future mortgages, deeds of trust, and other security interests on the Premises and to any and all extensions, renewals, refinancing, and modifications thereof. Tenant shall execute and deliver whatever instruments may be required for such purposes, or for the purpose of informing a potential or existing lender or purchaser of the Property as to the status of its tenancy. Any such instruments or estoppel letters shall contain all information reasonably required by Landlord or other entity in conjunction with such transaction. Tenant agrees to attorn to a lender or other party coming into title to the Property upon written request of Landlord. 52. Notices: All notices required to be sent under the Lease shall be in writing and either: (i) delivered as provided by applicable law, including, inter a/ia.§ 13-40-101, C.R.S., et seq., [Colorado Forcible Entry and Unlawful Detainer statute]; (ii) personally delivered, with proper proof of service; or (iii) sent via U.S. first class mail, postage prepaid. All notices required to be sent to Landlord shall he sent or delivered to the address where the Rent is to be paid, and all notices required to be sent to Tenant shall be sent or delivered to the Premises, unless otherwise specified in the Lease. Notwithstanding the foregoing. all notices invoh-ing or concerning § 13-40-101, C.R.S., etseq. shall be delivered as provided by statute. 53. Attorneys' Fees: In the event Tenant or Landlord fails to perform any of its obligations under the Lease, or in the event a dispute arises concerning the meaning or interpretation of any provision of the Lease, the defaulting party, or the party not prevailing in such dispute, as the case may be, shall pay any and all costs and expenses incurred by the other party in enforcing or establishing its rights hereunder, including, without limitation, court costs and reasonable attorneys' fees. 54. Governing Law: The Lease shall he governed by and construed in accordance with the laws of the State of Colorado. Venue shall be proper in the county where the Premises are located. 55. Amendments and Termination: Unless otherwise provided in the Lease, the Lease may be amended, modified, or terminated only by a written instrument executed by Landlord and Tenant. 56. Captions: The paragraph titles or captions in the Lease are for convenience only and shall not he deemed to be part of the Lease. No. e1003. COMMERCIAL LEASE {Cross) (Vane n of 11Initials: Landlord Tenant 57. Pronouns Joint and Sty era! Use of Certain Terms: Whenever the terms referred to in the Lease are singular. the same shall be deemed to inxan the tiara!, as the context indicates, and vice versa. All references to the "Landlord" shall mean I.an fiord andlnt its authorized agents, contractors, or employees as may be required by the specific contest. All reference, to yc.aant' shall mean each and every person comprising Tenant, or an individual person, or combinatam of raisin's con :prbi rig recant as may be required by the specific context. 58. Waivers: Na right under the Lease may he waived except by written instrument executed by the party who is waiving such right. No waiver of am breach of any provision contained in the Lease shall be deemed a waiver of any preceding or succeeding breach of that prochion, or of any other provision contained in the Lease. No extension of time for performance of any obligations or acts shall be deemed an extension of the time for performance of any other obligations or acts. 59. dents. Sue(e,sots' the L_..ae is binding and inures to the benefit of the heirs, assigns, and successors in interest 'a the r e,ues. son..c.1 t to ,.,c restrictions on assignment in Paragraph 18. 60. Time on tl,e Essence: Time s cf I he essence of the Lease, and each and all of its provisions. 61. No Ruuresdiot, of Option: `hubmission of this instrument for examination or signature by Tenant does not constitute a resew atic.a of o! . ption he ;e '.,e, and is not effective as a lease or otherwise until execution and delivery by both Lessor and Tenant. 62. Credit Reports: Tenon: berths grants Landlord permission to obtain from time to time investigative consumer reports to ascertain the credit ito,thi a s, of Tenant and Tenant's guarantors, if applicable. 63. Corporate, Authorization, 11 Tcaant is a corporation, each individual executing the Lease on behalf of the corporation represents and •.carrams that he i, only authorized to execute and deliver the Lease on behalf of said corporation at sewtestae witi, a dui) ad„pted resolution of the Board of Directors of the corporation and that the Lease is binding upo.:.,,e COrPtil.rie,I ,n aecoma ace a nth its terms. Lessee agrees to provide Landlord with such a resolution within five t:;: ,lays ac the c .s -cation a; the Lease. 64. Sever a Mdb,+: any tea :it, enact, condition, or provision of the Lease, or the application thereof to any person or circums.;nxc snail. at any Lime or to ;L;4 extent, he invalid or unenforceable, the remainder of the Lease, or the application a suet, teen. or provisiou to persons, or circumstances other than those to which it is held invalid, or unenforceable, meson, m,: ancutcd y. , of c act] provision of the Lease shall be valid and shall be enforced to the fullest extent pernut,:.i its I.,s. 65. Lea.1-Bused Paint Distto:are Ruts: Housing built before 1978 may contain lead -based paint. Lead from paint, paint chips. and dust can pose health hazards if not managed properly. Lead exposure is especially harmful to young children act , ena,,t > soma_ BL' cfe renting pre -1978 housing, landlords must disclose the presence of known lead -based paint and -o-- lead -..tai pa a .,.vatros in the dwelling. Tenant must also receive a federally approved pamphlet on lead poisoning pt cntiat-. =n the es-i tt the Premises were constructed before 1978, Landlord shall comply with the Lead -Based i'a.a thsetoxiar , S...t :18m'':! 66. OtisB Lay,. :;_,. - ,I 'tote, county, or municipal laws and ordinances may affect the Premises, the Lease, anu Lai it -d icu: u_ ladoa,,,ip th:a sr,. not specifically addressed in the Lease. Landlord and Tenant should consult legal cot. e t u, - to exceut,:,n - 'lie ;„:O,e, to ascertain such information. 67. :i1)4 1 ,,u.ahanes Iennnr-h hinotc use or permit any violation of the Americans with Disabilities Act(the "ADA'') to cc:-; of ,.,v.. die 1 Tenant, its agents, employees, contractors or invitees. Tenant shall indemnity, hci end .. '.told I an .,u,r! .. dc,', Dorn an, and all claims, judgments, damages, penalties, fines, costs, liabilities, or loss- I ,'ten in, , th r.,.n. diminution in value of the Premises, damages for the loss or restriction of use of renwhi, nr . e zrising from any adverse impact on marketing of space, and sums paid in settlement of cl.,ins at -riffle - fee;. eelisuhation fees and expert fees) that arise during or after the Term as a result of such violation. au, ten a.`na to., "t t. mtiloni by Tenant includes, without limitation, costs incurred in connection with any inse: cicsalo ;a ma ❑1 i- or . remedial work required by any federal, state, or local governmental agency or petits s u " sent r ,y A CA violation present on or about the Premises. Tenant shall be permitted to make such are - ,. rto ,'re ill aV, t urn he necessary to comply with the ADA, at Tenant's sole expense and upon the priei I'r ,, • , ,'i• t With tat limiting the foregoing, if the presence of any ADA violation on the Premises c,,. -,ce ' , it - nai. silts is rcmcdioi work on the Premises, Tenant shall promptly take all actions at its sole c.spans s -.r, r y , , , null; ,tin to comply with the ADA; provided that Landlord's consent to such actions shall ho.!. cue: a,ne c u 11 sh.:t t be reasonably withheld. tai trait. Landlord 'tenant 68. Additional Provisions: In the event that there are any additional agreements between the parties or provisions with respect to the Premises, an Addendum may be attached to the Lease, which shall be incorporated by this reference as a part of the Lease. An Addendum containing additional provisions El is O is not attached. The Lease and the attached Addendum constitute the entire agreement between the parties. THE PARTIES SHOULD INITIAL EACH PAGE OF THE LEASE AND SIGN BELOW. EACH PARTY SHOULD RECEIVE A SIGNED COPY OF THE LEASE AND ANY ADDENDA. TENANT: Longmont Sports Academy LLC Limited Liability Company Lrriivi�lual or Type of Entity) B LANDLORD: a(n) Acme Investments, LLC , a(n) Limited Liability Company 1firdividu I o, Type of Entity) By: Manager Its' Manager Or Or (Signature of individual) ISi,gnaiure of individual) Date: GUARANTOR (if applicable): [Signature) (print name) Date: No. e1003. COMMERCIAL LEASE (Gross) (Page 11 of I!) Date: OFFICE OF THE SECRETARY OF STATE OF THE STATE OF COLORADO CERTIFICATE I, Scott Gessler, as the Secretary of State of the State of Colorado, hereby certify that, according to the records of this office, Acme Investments, LLC is a Limited Liability Company formed or registered on 03/10/2009 under the law of Colorado, has complied with all applicable requirements of this office, and is in good standing with this office. This entity has been assigned entity identification number 20091 145036. This certificate reflects facts established or disclosed by documents delivered to this office on paper through 08/09/2012 that have been posted, and by documents delivered to this office electronically through 08/13/2012 @ 09:48:41. I have affixed hereto the Great Seal of the State of Colorado and duly generated, executed, authenticated, issued, delivered and communicated this official certificate at Denver, Colorado on 08/13/2012 @ 09:48:41 pursuant to and in accordance with applicable law. This certificate is assigned Confirmation Number 8313698. Secretary of State of the State of Colorado *********************************************End of Certifirate******************************************** Notice: A certificate issued electronically from the Colorado Secretary of State's Web site is fully and immediately valid and effective. However, as an option, the issuance and validity of a certificate obtained electronically may be established by visiting the Certificate Confirmation Page of the Secretary of State's Web site, Ittm://wwws0S,State.co.tivbiz.fertificoleSearell&iteria.10 entering the certificate's confirmation number displayed on the certificate, and following the Instructions displayed. Cortfirmitte the issuance of a certificate is merely optional and is not necessary to the valid and effective issuance of a certificate. Far mare information, visit our Web site hnp nivwsos, tote ca. us' click Business Center and select "Frequently Asked Questions." CGRT GS_D Revised 08/20/2008 Document must be filed electronically. Paper documents will not be accepted. Document processing fee Fees & forms/cover sheets are subject to change. To access other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. -fired Colorado Secretary of State Date and Time: 03/10/2009 03:28 PM ID Number: 20091145036 $50.00 Document number: 20091145036 Amount Paid: $50.00 ABOVE SPACE FOR OFFICE USE ONLY Articles of Organization filed pursuant to § 7-80-203 and § 7-80-204 of the Colorado Revised Statutes (C.R.S.) I. The domestic entity name of the limited liability company is Acme Investments, LLC (The name of a limited liability company must contain the term or abbreviation "limited liability company", "lid liability company", "limited liability co.", "ltd. liability co." "limited" "ZLc." "Ilc" or "ltd.". See §7-90-601, C.B.S.) (Caution: The use of certain terms or abbreviations are restricted by law. Read instructions for more information.) 2. The principal office address of the limited liability company's initial principal office is 11500 Eagle Springs Trail Street address Mailing address (leave blank if same as street address) (Street number and name or Post Office Box information) (Street number and name) Longmont CO 80503 (City) (Province — if applicable) Un(Stited are States (ZIP/Postal Code) (Count))) (City) (State) (ZIP/Postal Code) (Province— if applicable) (Country) 3. The registered agent name and registered agent address of the limited liability company's initial registered agent are Name (if an individual) OR (if an entity) (Caution: Do not provide both an individual and an entity name.) Kreitman James E (Last) (First) (Middle) (Suffix) Street address ARTORG_LLC 11500 Eagle Springs Trail (Street number and name) Longmont (City) Co 80503 (State) (ZIP Code) Page I of 3 Rev. 02/28/2008 Mailing address (leave blank if same as street address) (Street number and name or Post Office Box information) (The following statement is adopted by marking the box.) �✓ (City) CO (State) The person appointed as registered agent has consented to being so appointed. (ZIP Code) 4. The true name and mailing address of the person forming the limited liability company are Name (if an individual) OR (if an entity) (Caution: Do not provide both an individual and an entity name.) Kreitman James E (Last) (First) (Middle) (Suffix) Mailing address 11500 Eagle Springs Trail (Street number and name or Post Office Box information) Longmont CO 80503 (City) Unk tStates (ZIP/Postal Code) (Province— if applicable) (Country) (If the following statement applies, adopt the statement by marking the box and include an attachment) 0 The limited liability company has one or more additional persons forming the limited liability company and the name and mailing address of each such person are stated in an attachment. 5. The management of the limited liability company is vested in (Mark the applicable box.) O one or more managers. OR ri the members. 6. (The following statement is adopted by marking the box.) p✓ There is at least one member of the limited liability company. 7. (If the following statement applies, adopt the statement by marking the box and include an attachment) O This document contains additional information as provided by law. 8. (Caution: Leave blank if the document does not have a delayed effective date. Stating a delayed effective date has significant legal consequences. Read instructions before entering a date.) (If the following statement applies, adopt the statement by entering a date and, if applicable, time using the required format) The delayed effective date and, if applicable, time of this document is/are (mm/dd/yyyy hour: minute am/pm) ARTORG_LLC Page 2 of 3 Rev. 02/28/2008 Notice: Causing this document to be delivered to the Secretary of State for filing shall constitute the affirmation or acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the document are true and the document complies with the requirements of that Part, the constituent documents, and the organic statutes. This perjury notice applies to each individual who causes this document to be delivered to the Secretary of State, whether or not such individual is named in the document as one who has caused it to be delivered. 9. The true name and mailing address of the individual causing the document to be delivered for filing are Kreitman James E (Last) (First) 11500 Eagle Springs Trail (Middle) (Snffie) (Street number and name or Post Office Box information) Longmont CO 80503 (City) (State) (ZIP/Postal Code) United States • (Province— if applicable) (Count)) (/f the following statement applies, adopt the statement by marking the box and include an attachment) ❑ This document contains the true name and mailing address of one or more additional individuals causing the document to be delivered for filing. Disclaimer: This form/cover sheet, and any related instructions, are not intended to provide legal, business or tax advice, and are furnished without representation or warranty. While this form/cover sheet is believed to satisfy minimum legal requirements as of its revision date, compliance with applicable law, as the same may be amended from time to time, remains the responsibility of the user of this form/cover sheet. Questions should be addressed to the user's legal, business or tax advisor(s). ARTORG_LLC Page 3 of 3 Rev. 02/28/2008 OPERATING AGREEMENT OF LONGMONT SPORTS ACADEMY LLC, A COLORADO LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF LONGMONT SPORTS ACADEMY LLC This Operating Agreement is entered into by the Member of LONGMONT SPORTS ACADEMY LLC, a Colorado Limited Liability Company (the "Company") to be effective as of May 1, 2012. RECITALS This Operating Agreement governs the operation of the Company, pursuant to the Colorado Limited Liability Company Act (C.R.S. § 7-80-101 et seq.), as amended from time to time (the "Colorado Act"). ARTICLE 1. FORMATION OF COMPANY 1.1 Formation. On August 10, 2011, the Articles of Organization of LONGMONT SPORTS ACADEMY LLC, a Colorado Limited Liability Company were duly filed in the office of the Secretary of State of the State of Colorado under and pursuant to the Colorado Act. In the event of any inconsistency between such Articles of Organization and the terms of this Operating Agreement the terms of the Articles of Organization shall govern. 1.2 Name. The name of the Company is: "LONGMONT SPORTS ACADEMY LLC". 1.3 Principal Place of Business. The principal place of business of the Company within the State of Colorado initially shall be 1725 Vista View Drive, suite b,c,d, Longmont, CO 80504. The Company's principal operations shall be conducted at that address. The Company may locate its place of business and registered office at any other place or places as the Member may from time to time deem advisable. 1.4 Registered Office and Registered Agent. Company's initial registered agent shall be James Kreitman and the Registered Office shall be located at 11500 Eagle Springs Trail, Longmont, CO 80503. 1.5 Term. The term of the Company shall commence with the filing of these Articles of Organization with the Secretary of State of the State of Colorado and the Company shall have perpetual life, unless the Company is earlier dissolved in accordance with either the provisions of this Operating Agreement or the Colorado Act. Page 2 of 9 1.6 Business Purpose. The business of the Company shall be as follows: (a) Purposes. To enter into partnerships, joint ventures, syndicates, and other business associations and to invest in, own and operate, directly and through partnerships, joint ventures, syndicates, and other business associations, sports academy restaurants, bars, and other establishments that sell food and beverages, including but not limited to alcoholic beverages, subject in all cases to obtaining any and all necessary licenses to dispense alcoholic beverages. (b) All Lawful business. To accomplish any lawful business whatsoever, or which shall at any time appear conducive to or expedient for the Company to accomplish the foregoing business objectives; (c) Other Necessary Powers. To exercise all other powers necessary to or reasonably connected with the Company's business which may be legally exercised by limited liability companies under the Colorado Act; and (d) Incidental Activities. To engage in all activities necessary, customary, convenient, or incident to any of the foregoing. ARTICLE 2. MANAGEMENT, MANAGER, RIGHTS AND DUTIES OF MANAGER 2.1 Management. The business and affairs of the Company shall be conducted by the Manager or Managers. 2.2 Number, Tenure and Qualifications. The number of Managers of the Company shall be two (2). The number of Managers of the Company may be changed from time to time by the Member, but in no instance shall there be less than one (1) Manager. Each Manager shall hold office until he or she resigns or is removed. 2.3 Initial Manager. Initially, James Kreitman and James Cardenas shall be Managers of the Company. 2.4 Bank Accounts. The Manager may from time to time open bank accounts in the name of the Company, and the Manager's signature shall be required to sign any check or to make any withdrawal, provided, however, that the Company's bookkeeper may issue checks to cover ordinary operating expenses, signed by a facsimile of the signature of the Manager. 2.5 Manner of Acting. The act of the Manager evidenced by his signature shall be the act of the Company, unless this Agreement specifies a different requirement. Page 3 of 9 ARTICLE 3. NAME, ADDRESS, RIGHTS AND OBLIGATIONS OF THE MEMBER 3.1 Member. The member(s) of the Company is (are): Name Address James Kreitman 1725 Vista View Drive, suite b,c,d Longmont, CO 80504 James Cardenas 1725 Vista View Drive, suite b,c,d Longmont, CO 80504 3.2 Limitation of Liability. The Member's liability shall be limited as set forth in the Colorado Act and other applicable law. 3.3 Company Debt Liability. The Member will not personally be liable for any debts or losses of the Company beyond such Member's Capital Contributions (including any express obligations herein to make additional capital contributions), except as otherwise required by law. 3.4 Manner of Acting; Voting. The approval of the Member of any action requiring approval by the Member shall be conclusively evidenced by his or her signature. ARTICLE 4. CONTRIBUTIONS TO THE COMPANY 4.1 Member's Capital Contribution. (a) Initial Capital Contribution. The Member shall contribute the following cash, property, services rendered, promissory note or other obligation to contribute cash, property or services, as its Initial Capital Contribution: Description and Value of Member Initial Capital Contribution James Kreitman James Cardenas $0.00 in cash $0.00 in cash The Member is obligated to the Company to make the capital contribution specified above and such obligation may only be compromised in writing by the Member. (b) Contribution Obligations. Except as permitted herein, no Member shall be obligated to make any additional contributions to capital. Page 4 of 9 ARTICLE 5. ALLOCATIONS, DISTRIBUTIONS, INCOME TAX ELECTIONS AND REPORTS 5.1 Allocations of Net Profits and Net Losses. (a) Allocations. Subject to Section 6.2 and subsection 6.1(b), the Net Profits and Net Losses of the Company for each fiscal year will be allocated to and shared by the Members in proportion to their respective Membership Interests. The percentages of Membership Interests are as follows: Member Percentage James Kreitman James Cardenas Total 5.2 Distributions. 51.0% 49.0% 100.0% (a) Distributive Share. All distributions of cash or other property shall be made to the sole Member. (b) Timing. Except as provided in Section 6.4, all distributions shall be made at such times as determined in good faith by the Manager. 5.3 Records, Audits and Reports. At the expense of the Company, the Manager shall maintain records and accounts of all operations and expenditures of the Company. At a minimum the Company shall keep at its principal place of business the following records: (a) Member List. A current list of the full name and last known business, residence, or mailing address of each Member and Manager, both past and present; (b) Articles of Organization. A copy of the Articles of Organization of the Company and all amendments thereto. together with executed copies of any powers of attorney pursuant to which any amendment has been executed; (c) Tax Returns and Reports. Copies of the Company's federal, state, and local income tax returns and reports, if any, for the four most recent years; (d) Operating Agreement. Copies of the Company's currently effective written Operating Agreement, copies of any writings permitted or required with respect to a Member's obligation to contribute cash, property or services, and copies of any financial statements of the Company for the three most recent years: (e) Minutes of Meetings. Minutes of every annual, special, and court -ordered meeting; and Page 5of9 (0 Consent Minutes. Any written consents obtained from Members for actions taken by Members without a meeting. The Manager shall maintain and preserve, during the term of the Company, and for five (5) years thereafter, all accounts, books, and other relevant Company documents. 5.4 Returns and other Elections. The Manager shall cause the preparation and timely filing of all tax returns required to be filed by the Company pursuant to the Code and all other tax returns deemed necessary and required in each jurisdiction in which the Company does business. Copies of such returns or pertinent information therefrom, shall be furnished to the Members within a reasonable time after the end of the Company's Fiscal Year. All elections permitted to be made by the Company under federal or state laws shall be made by the Manager in such Manager's sole discretion. 5.5 Tax Matters Partner. Pursuant to Section 6231(a) of the Code, James Kreitman is hereby designated tax matters partner for the Company and it is authorized to perform on behalf of the Company any act that may be necessary to make this designation effective. ARTICLE 6. DISSOLUTION AND TERMINATION 6.1 Dissolution. (a) Dissolution. The Company shall be dissolved upon the occurrence of any of the following events: (i) when the period fixed for the duration of the Company shall expire, if one is fixed by the Articles of Organization; or (ii) by the written statement of the Member to that effect. (b) Statement of Intent to Dissolve. As soon as possible following the occurrence of any of the events specified in this Section effecting the dissolution of the Company, the appropriate representatixe of the Company shall execute a Statement of Intent to Dissolve (and/or such other documents as shall be appropriate) in such form as shall be prescribed by the Secretary of State of the State of Colorado and file same with the Secretary of State's office. 6.2 Effect of Filing of Dissolving Statement. Upon the filing with the Secretary of State of the State of Colorado of a statement of Intent to Dissolve, the Company shall cease to carry on its business, except insofar as may be necessary for the winding up of its business, but its separate existence shall continue until Articles of Dissolution have been filed and accepted by the Secretary of State. Page 6of9 6.3 Winding Up, Liquidation and Distribution of Assets. (a) Dissolution Accounting. Upon dissolution, an accounting shall be made by the Company's independent accountants of the accounts of the Company and of the Company's assets, liabilities and operations. from the date of the last previous accounting until the date of dissolution. The Manager shall immediately proceed to wind up the affairs of the Company. (b) Compliance With Law. Upon completion of the winding up, liquidation and distribution of the assets, the Company shall be deemed terminated. Manager shall comply with any applicable requirements of applicable law pertaining to the winding up of the affairs of the Company and the final distribution of its assets. 6.4 Articles of Dissolution. When all debts, liabilities and obligations have been paid and discharged or adequate provisions have been made therefor and all of the remaining property and assets have been distributed to the Member, Articles of Dissolution shall be executed in duplicate and verified by the person signing, which Articles of Dissolution shall set forth the information required by the Colorado Act. 6.5 Filing of Articles of Dissolution. (a) Duplicate originals of such Articles of Dissolution shall be delivered to the Secretary of State of the State of Colorado. (b) Upon the acceptance by the Colorado Secretary of State of the Articles of Dissolution, except as required by applicable law, the existence of the Company shall cease, except for the purpose of suits, other proceedings and appropriate action as provided in the Colorado Act. The Manager shall have authority to distribute any Company property discovered after dissolution, convey real estate and take such other action as may be necessary on behalf of and in the name of the Company. ARTICLE 7. MISCELLANEOUS PROVISIONS 7.1 Application of Colorado Lass, This Operating Agreement, and the application and interpretation hereof, shall be governed exclusively by its terms and by the laws of the State of Colorado and specifically by the Colorado Act. 7.2 Amendments. This Agreement may not be amended except by the unanimous written agreement of all of the Members. 7.3 Waivers. The failure of any party to seek redress for violation of or to insist upon the strict performance of any covenant or condition of this Operating Agreement shall not prevent a subsequent act. which would have originally constituted a violation, from having the effect of an original violation. Page 7 of 9 7.4 Creditors. None of the provisions of this Operating Agreement shall be for the benefit of or enforceable by any creditors of the Company. 7.5 Integration. This Operating Agreement supersedes all prior agreements and understandings, both written and oral relating to the subject matter hereof and is intended as the complete and exclusive statement of the terms hereof provided. Page 8 of 9 Document must be filed electronically. Paper documents will not be accepted. Document processing fee Fees & forms/cover sheets are subject to change. To access other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. -FI1ed Colorado Secretary of State Date and Time: 08/10/2011 02:14 PM ID Number: 20111455902 $50.00 Document number: 20111455902 Amount Paid: $50.00 ABOVE SPACE FOR OFFICE USE ONLY Articles of Organization filed pursuant to § 7-80-203 and § 7-80-204 of the Colorado Revised Statutes (C.R.S.) 1. The domestic entity name of the limited liability company is Longmont Sports Academy LLC (The name of a limited liability company must contain the term or abbreviation "limited liability company" "ltd. liability company" "limited liability co. " "ltd liability ca" "limited" "Itc.7, "llc". or "ltd.". See §7-90-601. C.R.S.) (Caution: The use of certain terms or abbreviations are restricted by law. Read instructions for more information.) 2. The principal office address of the limited liability company's initial principal office is 1725 Vista View Drive Street address Mailing address (leave blank if same as street address) suite b,c,d Longmont CO 80504 Weld County (Street number and name) (State) (ZIP/Postal Code) United States (Province if applicable) (Country) (Street number and name or Post Office Box information) (City) (State) (ZIP/Postal Code) (Province —ifapplicable) (Country) 3. The registered agent name and registered agent address of the limited liability company's initial registered agent are Name (if an individual) OR (if an entity) (Caution: Do not provide both an individual and an entity name) Kreitman James Ernest (Last) (First) (Middle) (Suffix) Street address ARTORG_LLC 11500 eagle springs trail (Street number and name) longmont (City) CO 80503 (State) (ZIP Code) Page I ot'3 Rev. 02/28/2008 Mailing address (leave blank if same as street address) (Street number and name or Post Office Box information) (City) CO (State) fThe following statement is adopted by marking the box.) ]✓ The person appointed as registered agent has consented to being so appointed. (ZIP Code) 4. The true name and mailing address of the person forming the limited liability company are Name (if an individual) OR (if an entity) (Caution: Do not provide both an individual and an entity name.) Mailing address 1 Kreitman James Ernest (Last) (First) (Middle) (Suffix) (Street number and name or Post Office Box information) Longmont CO 80503 City) Boulder Counmty (State) (ZIP/Postal Code) United States . (Province -,f applicable) (Country) (If the following statement applies, adopt the statement by marking the box and include an attachment.) n The limited liability company has one or more additional persons forming the limited liability company and the name and mailing address of each such person are stated in an attachment. 5. The management of the limited liability company is vested in (Mark the applicable box) n one or more managers. OR n the members. 6. (The following statement is adopted by marking the box) n There is at least one member of the limited liability company. 7. (If the following statement applies, adopt the statement by marking the box and include an attachment.) n This document contains additional information as provided by law. 8. (Caution: Leave blank if the document does not have a delayed effective date. Stating a delayed effective date has significant legal consequences. Read instructions before entering a date.) (If the following statement applies, adopt the statement by entering a date and, if applicable, time using the required format) The delayed effective date and, if applicable, time of this document is/are (mm/dd/yyyy hour: minute ant pm) ARTORG_LLC Page 2 of 3 Rev. 02/28/2008 Notice: Causing this document to be delivered to the Secretary of State for filing shall constitute the affirmation or acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the document are true and the document complies with the requirements of that Part, the constituent documents, and the organic statutes. This perjury notice applies to each individual who causes this document to be delivered to the Secretary of State, whether or not such individual is named in the document as one who has caused it to be delivered. 9. The true name and mailing address of the individual causing the document to be delivered for filing are Kreitman James Ernest (Last) (First) (Middle) (Suffix) 11500 eagle springs trail (Street number and name or Post Office Box information) longmont CO 80503 (City) Boulder County (State) (ZIP/Postal Code) United States (Province— if applicable) (Country) (If the following statement applies, adopt the statement by marking the box and include an attachment) Ft This document contains the true name and mailing address of one or more additional individuals causing the document to be delivered for filing. Disclaimer: This form/cover sheet, and any related instructions, are not intended to provide legal, business or tax advice, and are furnished without representation or warranty. While this form/cover sheet is believed to satisfy minimum legal requirements as of its revision date, compliance with applicable law, as the same may be amended from time to time, remains the responsibility of the user of this form/cover sheet. Questions should be addressed to the user's legal, business or tax advisor(s). ARTORG_LLC Page 3 of 3 Rev. 02/28/2008 OFFICE OF THE SECRETARY OF STATE OF THE STATE OF COLORADO CERTIFICATE I, Scott Gessler, as the Secretary of State of the State of Colorado, hereby certify that, according to the records of this office, Longmont Sports Academy LLC is a Limited Liability Company formed or registered on 08/10/2011 under the law of Colorado, has complied with all applicable requirements of this office, and is in good standing with this office. This entity has been assigned entity identification number 20111455902. This certificate reflects facts established or disclosed by documents delivered to this office on paper through 05/07/2012 that have been posted, and by documents delivered to this office electronically through 05/08/2012 @ 12:12:21. I have affixed hereto the Great Seal of the State of Colorado and duly generated, executed, authenticated, issued, delivered and communicated this official certificate at Denver, Colorado on 05/08/2012 @ 12:12:21 pursuant to and in accordance with applicable law. This certificate is assigned Confirmation Number 8239966. Secretary of State of the State of Colorado *********************************************End of Certificate******************************************** Notice: A certificate issued electronically from the Colorado Secretary of State's Web site is fully and immediately valid and effective. However, as an option, the issuance and validity of a certificate obtained electronically may be established by visiting the Certificate Confirmation Page of the Secretary of State's Web site, littp>:irwwSOS. state.co.us-b¢"CernficateSearehCroeria. do entering the certificate's confirmation number displayed on the certificate, and following the instructions displayed. Confirming the issuance of a certificate is merely optional and is not necessary to the valid and effective issuance ofa certificate. For more information. visit our Web site. http.i'w vn.sos.su,te.co.ns click Business Center and select "Frequently Asked Questions." (TAT (IS DReims/ OS 202008 I 2 •3, K 'IFr` yE[r� t[a ■� S aj. jfIy. .1 1.41 -li I j $ . • • U j � IIwY ,� a 11 ° -'II I �r 3 d it d I 3 J+' - I i, I �� s1 r _� a ' • 1 a f Y I. NJ ,Ile I U ( q- L_____ f . m. z I y y I1 t O 'F�t.? v N `1 i ,I r.N .. I I 42'STAIR N. 7 CIFICE AREA 610 S.F. 000 7 COACH AHD PLAYER CONFERENCE AREA 688 N.S.F. 00C 46 1FTICE 123 SF OX 2 MAIN COT SALES AREA 764 S.F. Oct 26 43'STAR A.00ESSB ESTROOMS Im C C GATE 3e CER OPEN GATE 34' CAR OPEN NOTE 1. GATE 34. CUt OPEN E105RNG 1 HOUR MAL! Loy *io2t- S. -/'=7"n (Cr- iooc Property Profile - Print Page 1 of 3 Property Profile for Account #RI177802 August 13, 2012 Account Information Account Parcel Space Account Type Tax Year Tax Area Buildings Actual Value Assessed Value R1177802 131308109002 Industrial 2012 2342 1 238,640 69,210 Legal VBC UNIT 2 VISTA BEACON CONDOS Subdivision Block Lot Land Economic Area VISTA BEACON CONDO 2 VISTA BEACON CONDOS Property Address Property City Zip Section Township Range 1725 VISTA VIEW DR UNIT B WELD 000000000 08 02 68 Owner Information Owner(s) Address Line 1 Address Line 2 City ST Zip ACME INVESTMENTS LLC 11500 EAGLE SPRINGS TRAIL LONGMONT CO 80503 Document History Information Reception Rec Date Type Grantor Grantee Sale Date Sale Price 2866107 07/16/2001 SWD VISTA BEACON LLC MARTIN CLAYTON & SARAH 07/10/2001 866,700 3352754 01/05/2006 WD MARTIN CLAYTON 8, LRB LEASING LLC 12/28/2005 212,500 3653593 10/12/2009 WD LRB LEASING LLC ACME INVESTMENTS LLC 10/06/2009 175,100 Building Information Building 1 ID Type NBHD Occupancy Built As Bedrooms Baths Rooms 1 Condo 3921 Industrial Flex Mall Building Industrial Flex Mall Building 0 0 0 ID Square Ft Condo SF Total Basement SF Finished Bsmt SF Garage SF Carport SF Balcony SF Porch SF 1 2,983 0 0 0 0 0 0 0 ID Year Built % Complete Stories Perimeter Units Unit Type 1 2001 100 1 536 6 Inside ID Length Width Make http://propertyprofile. co.weld.co. us/index.html?version=2&account=R 1177802 8/13/2012 Property Pmflle - Print Page 201'3 AC eP.sa..sr mo-n Dosu4nlen VeluellmlnibmellOn Tn. 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' m rn c N' *5 N. C r N OI EelM �- N; I .C cd QaOP C (ND N Concrete c.E. 148 T b 102.0' 188" 14 C 892 2 sr 63 0' 27.0' b • b 31.0' http://propertyprofile.co.weld.co.us/index.html?version=2&account=R1177902 8/13/2012 Property Profile - Print Page 1 of 3 Property Profile for Account #R1178002 August 13, 2012 Account Information Account Parcel Space Account Type Tax Year Tax Area Buildings Actual Value Assessed Value R1178002 131308109004 Commercial 2012 2342 1 238,639 69,200 Legal VBC UNIT 4 VISTA BEACON CONDOS Subdivision Block Lot Land Economic Area VISTA BEACON CONDO 4 VISTA BEACON CONDOS Property Address Property City Zip Section Township Range 1725 VISTA VIEW DR UNIT D WELD 000000000 08 02 68 Owner Information Owner(s) Address Line 1 Address Line 2 City ST Zip ACME INVESTMENTS LLC 11500 EAGLE SPRINGS TRAIL LONGMONT CO 80503 Document History Information Reception Rec Date Type Grantor Grantee Sale Date Sale Price 2866107 07/16/2001 SWD VISTA BEACON LLC MARTIN CLAYTON 8. SARAH 07/10/2001 866,700 3027889 01/29/2003 WD MARTIN CLAYTON & SARAH RPL LEASING LLC 01/20/2003 207,500 3653594 10/12/2009 WD RPL LEASING LLC ACME INVESTMENTS LLC 10/06/2009 267,500 Building Information Building 1 ID Type NBHD Occupancy Built As Bedrooms Baths Rooms 1 Condo 3921 Storage Warehouse Storage Warehouse 0 0 0 ID Square Ft Condo SF Total Basement SF Finished Bsmt SF Garage SF Carport SF Balcony SF Porch SF 1 17,709 2,983 0 0 0 0 0 0 ID Year Built % Complete Stories Perimeter Units Unit Type 1 2003 100 1 536 6 Inside ID Length Width Make http://propertyprofile.co.weld.co.us/index.html?version=2&account=R 1178002 8/13/2012 Property Profile - Prim Pagc 2 of CitaCe Dearer dianotnegen Storage Yrpti Description MOONS Willa SONS unnseqn PPIO OfFICESAPPRODIENISISII EMIG oma 221, COSTS OPOC WOK uew enoo omo hllp:PproperryProfle.co.weld.co.otiindex.hlml?version=2&secounr=1i117110112 &13 2012 Pioperty Profile - Print Page 3 of 3 187.0' (0 O 180' F- O 100.0• 2889.0 sq. ft. Unit #6 118.5 `'' 119.3 f 25.0' 2983.0 sq. ft. I Unit #5 I 4 s 25.0' v 119.3' 2983.0 sq. ft. Unit #3 O 119.3 2983.0 sq. ft. Unit #2 c 119.3' 25.0' 2889.0 sq. ft. Unit #1 WH 15' 118.5 � W Oi O r M oncrete c E 102.0' 145 T 887 0 s , ft.._._ ...........�._._,; .. _.... 1887' 0 27.0' o 14.0' 63.0' o' v; N ; I A 31.0' i m http://propertyprofile.co.weld.co.us/index.html?version=2&account=R1178002 8/13/2012 O -o N 2 U >m O U U ° o (t) 5 500_00 N Co CD CO O RECEIPT RECEIVED FROM ADDRESS FOR LCcc DATE q7 -/o2 NO. 86579 niIard * QsSo&ia.tz-. LLc c >cghv�l� ric .grad LGC s 950. CO quo," Lt fienst HOW PAID CASH CHECK 1 50 q _!^ W MONEY ORDER * COLA NT Y" -'— BY 4 Beimford & Associates, LLC Name Account No Pay to the Order of Weld County Nine Hundred Fifty and 00/100 8/16/2012 9024 23-315/1020 Date $ 950.00 Dollars 8 401 NATIONAL ASSOCIATION `jECTRABANK COLORADO 0222 REDDIAESPONSE 10002329909 (29 -HOUR ACCOUNT INFORMATION) or Longmont Sports Academy AT O 'D O o U m O c O U o o c) 03 w O V2 °O tOR jai ram 3111 HOW PAID CASH CHECK 1/ � a c D `) l/ MONEY ORDER RECEIPT DATE 9- 1a N 86582 RECEIVED FROM 1 l- t`Zu 4 Ussocic .1/ L LL C ADDRESS ricrrrn i ) Spots AULLMAR Qn241.au .Ad )w tlkiA t '1'°1+" Lt a 5,00 FOR LCD053 LJ uor LGolse ew 946•ie/ /%etSkiiicrc�t�,f 37/q 2*-r4c�� eYit�� (k , 7,.S/ BY _=—_s'�Ser�.�- 'files-^• ._zz.�: a�H₹Jsi � .._.: __�"^_''X-�'"'_= .. .._ Name Raimfnrd & Associatos,LLC Account No Sept. 6,2017 Date Pay to the Orderof Colorado Department of Revenue Sixteen Hundred and Twentyfive 00/100 NATIONAL ASSOCIATION VECTRABANK 1AD0 305 FEDTRALBLVD. 0 80219 RED0I-RESPONSE 1.000.232.8940 i24 -HOUR ACCOUNT INFORMATION) 7131 23-315/1020 $ 1,625.00 Dollars in 412 Ractmly For MP Hello