HomeMy WebLinkAbout20061337.tiff RESOLUTION
RE: APPROVE APPLICATION FOR TRANSFER OF OWNERSHIP OF HOTEL AND
RESTAURANT LIQUOR LICENSE FROM RAFFERTY'S, INC., DBA RAFFERTY'S,
TO 5990, LLC, DBA RAFFERTY'S, AND AUTHORIZE CHAIR TO SIGN -
EXPIRES JULY 9, 2007
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, 5990, LLC, dba Rafferty's, presented to the Board of County Commissioners
of Weld County, Colorado, an application for a Transfer of Ownership of a Hotel and Restaurant
Liquor License for the sale of malt, vinous and spirituous liquors, said license previously held by
Rafferty's, Inc., dba Rafferty's, and
WHEREAS, pursuant to Exhibit 5-H of the Weld County Code, said applicant has paid the
required fees to the County of Weld for a Transfer of Ownership of the existing license, and
WHEREAS, said applicant has exhibited a State Liquor License for the sale of malt, vinous
and spirituous liquors for consumption by the drink on the premises only, outside the corporate
limits of any town or city in the County of Weld at the location described as follows:
5990 West 10th Street
Greeley, Colorado 80634
NOW, THEREFORE, BE IT RESOLVED that the Board of County Commissioners of Weld
County, Colorado, having examined said application and the other qualifications of the applicant,
does hereby grant License Number 2006-09 to said applicant to sell malt, vinous and spirituous
liquors for consumption by the drink on the premises only, and does hereby authorize and direct
the issuance of said license by the Chair of the Board of County Commissioners, attested to by the
Clerk to the Board of Weld County, Colorado, which license shall be in effect until, July, 9, 2007,
providing that said place where the licensee is authorized to sell malt,vinous,and spirituous liquors
for consumption by the drink on the premises only, shall be conducted in strict conformity to all of
the laws of the State of Colorado and the rules and regulations relating thereto, heretofore passed
by the Board of County Commissioners of Weld County, Colorado,and any violations thereof shall
be cause for revocation of the license.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign said application.
2006-1337
LC0023
m ; S 47°,G-
TRANSFER OWNERSHIP OF LIQUOR LICENSE - RAFFERTY'S
PAGE 2
The above and foregoing Resolution was, on motion duly made and seconded, adopted by
the following vote on the 15th day of May, A.D., 2006.
BOARD OF OUNTY COMMISSIONERS
t1 " La WELD COQ' , COLORADO
ATTEST: j} _/,,,' ' ( 1 -
^„' ff:2,:::.;
'� . Geile, Chair
Weld County Clerk to th` I
: , �J � .
n " L J W �'"'''' David E. Long, Pro-Tem
BY: ire 1 �a . ✓`
De Clerk t the Board '
_, W" mH. Jrke
VED AS RM: K-21 , Ike I
Robert D. Mas en
unty Att yLA1
Glenn Vaa
Date of signature: 1/2-C it,(‘-,
2006-1337
LC0023
THIS LICENSE MUST BE POSTED IN PUBLIC VIEW
DR 8402102/03/04)
STATE OF COLORADO
DEPARTMENT OF REVENUE
Liquor Enforcement Division
1881 Pierce Street,Suite 108
Lakewood,Colorado 80214
5990 LLC
RAFFERTYS
5990 W 10TH STREET
GREELEY CO 80634-9760
ALCOHOLIC BEVERAGE LICENSE
Liability Information
Account Number County City Indust. Type Liability Date LICENSE EXPIRES AT MIDNIGHT
42-35670-0000 03 057 722110 B 071006 JUL 09, 2007
Type Name and Description of License Fee
1971 HOTEL AND RESTAURANT $ 75.00
LIQUOR LICENSE - MALT,
VINOUS, AND SPIRITUOUS
2190 COUNTY 85 PERCENT OAP FEE $ 425.00
TOTAL FEElS) $ 500.00
This license is issued subject to the laws of the State of Colorado and especially under the
provision of Title 12, Articles 46 or 47, CRS 1973, as amended. This license is
nontransferable and shall be conspicuously posted in the place above described.This license is
only valid through the expiration date shown above.Questions concerning this license should
be addressed to the Department of Revenue, Liquor Enforcement Division, 1 375 Sherman
Street,Denver,CO 80261.
In testimony whereof,I have hereunto set my hand.
1Lt JUL 11 2006 )'jj. Thapappe,-04_
KA
Division Director Executive Director
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DR 8404(10/28/04)Page 1 21 DEPARTMENT USE ONLY
COLORADO DEPARTMENT OF REVENUE
UOUOR ENFORCEMENT DIVISION
DENVER COLORADO LIQUOR
DENVER CO80281
J/ RETAIL LICENSE APPLICATION
O NEW LICENSE 12 TRANSFER OF OWNERSHIP ❑ LICENSE RENEWAL
• ALL ANSWERS MUST BE PRINTED IN BLACK INK OR TYPEWRITTEN
• APPLICANT MUST CHECK THE APPROPRIATE BOX(ES)
• LOCAL LICENSE FEE $
• APPLICANT SHOULD OBTAIN A COPY OF THE COLORADO LIQUOR AND BEER CODE(Ca11303-370.2165)
1. Applicant is applying as a
❑ lag ividual
❑ Corporation aiimited Liability Company
❑ Partnership(includes Limited Liability and Husband and Wile Partnerships) O Association or Other
2./Siplicant If an LLC,name of L if partnershi at least 2 partne es:if corporation,name of corporation Fein Number
10 L 1 t �� Iu& I Tic one
2 e e�ot tablishm`ent(DBA) State Sale Two. Business Telephone
3. Addr s o P its(4ec�fy xact location of Premises) �, t-ry— Ct?0^ - t2
' LI
541. 0 \.r \O-Ws. (+
City County Stec ZIP Cgg4` IR`�
20 �QL v )
4. trging Address (NurAser and Street) City or Town State ZIP e
5. If the premises currently have a liquor or beer license,you MUST answer the following questions:
PreyTr a Na a of Establishment(DBA) Pre pent State License No. Pres n CI s o License Present iratio Dale
(. VAN S L*- 1er3z3 4 A .� 2ALI0
S CT1ON A NONREFUNDABLE APPLICATION FEES LIAU SECTION B(CONT.) LIQUOR LIC SE FEES
2300 O Application Fee for New License $825.00 1985❑Resort Complex License(City) $500.00
2302 ❑ Application Fee for New License- 1986❑Resort Complex License(County) $500.00
ncurrent Review $925 00 1988❑Add Related Facility to Resort Complex...$ 75.00 X_Total_
2310 Application Fee for Transfer $825.00 1990❑Club License(City) $308.75
2312 ❑ Application Fee for Transfer• 1991 O Club License(County) $308.75
w/Concurrent Review $925.00 2010 Tavern License(City) $500.00
L169 SECTION B LIQUOR LICENSE FEES 2011❑Tavern License(County) $500.00
1905 O Retail Gaming Tavern License(City) $500.00 2012❑Manager Registration•Tavern $ 75.00
1906 O Retail Gaming Tavern License(County) $500.00 2020❑Arts License(City) $308.75
1940 O Retail Liquor Store License(City) $227.50 2021❑Arts License(County) $308.75
1941 O Retail Liquor Store License(County) $312.50 2020❑Racetrack License(City) $500.00
2031 O Racetrack License(County) $500.00
1950 D Liquor Licensed Drugstore(City) $227.50 2040❑Optional Premises License(City) $500.00
1951 ❑ Liquor Licensed Drugstore(County) $312.50
1960 O Beer and Wine License(City) $351.25 2041❑Optional Premises Ucense(County)........$500.00
1961 O Beer and Wine License(County) $436.25 2045❑Vintners Restaurant Ucense(City) $750.00
1970 O tel and Restaurant License(City) $500.00 2046❑Vintners Restaurant License(County) $750.00
1971 Hotel and Restaurant License(County) $$00,1x1 2220❑Add Optional Premises to H&R $100.00 X_Total_
1975 Brew Pub License(City) $750.00 2370❑Master File Location Fee $ 25.00 X Total
1976 O Brew Pub License(County) $750.00 2375❑Master Ale Background $250.00 X Total_
1980 O Hotel and Restaurant License w/opt premises(City).... $500.00
1981 O Hotel and Restaurant License w/opt premises(County) $500.00
1983 O Manager Registration-H&R $ 75.00
DO NOT WRITE IN THIS SPACE-FOR DEPARTMENT OF REVENUE USE ONLY
LIABILITY INFORMATION
County City Industry Type License Account Number Liability Date License Issued Through
(Expiration Date)
FROM TO
State City County Managers Reg
-750(999) 2180.100(999) 2190-100(999) -750(999)
Can Fund Mow Liam. Cali Fund Transtw Um.. TOTAL
2300-100 2310-1-1 00
(999) (999)
$
2006-1337
DR 8404(10/28/04)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
MT A. Applicant/Licensee identified.
�. State sales tax license number listed or applied for at time of application.
arc". License type or other transaction Identified.
❑ D. Return originals to local authority.
❑ E. Additional inlormation may be required by the local licensing authority.
II. DII)GRAM OF THE PREMISES
5 A. No larger than 8 1/2'X 11'.
Ere. Dimensions included(doesn't have to be to scale).Exterior areas should show control(fences,walls,etc.).
la-C. Separate diagram for each floor(if multiple levels).
Erb. Kitchen-identified if Hotel and Restaurant.
III. PROOF OF PROPERTY POSSESSION
❑ A. Deed in name of the Applicant ONLY(or)
❑ B. Lease In the name of the Applicant ONLY.
❑..,, C. Lease Assignment in the name of the Applicant(ONLY)with proper consent from the Landlord and acceptance by the Applicant.
D,,//D. Other Agreement if not deed or lease.
IV. BACKGROUND INFORMATION AND FINANCIAL DOCUMENTS
[21—A. Individual History Record(s)(Form DR 8404-I).
❑e. Fingerprints taken and submitted to local authority.(State authority for master file applicants.)
[2'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)
(5—A. Certificate of Incorporation(and/or)
❑ B. Certificate of Good Standing if incorporated more than 2 years ago.
❑ C. Certificate of Authorization if foreign corporation.
Erb. 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)
DO, Copy of articles of organization(date stamped by Colorado Secretary of State's Office).
B" 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
� $75.00 fee.
. Individual History Record(DR 8404.1).
DR 8404(10/28/04)Pape 3
6. Is the applicant(including any of the partners,if a partnership;members or manager if a limited liability company;or officers,stock- Yes0 No
holders or directors if a corporation)or manager under the age of twenty-one years? E'
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?
(b) had an alcohol beverage license suspended or revoked? O
(c) had interest in another entity that had an alcohol beverage license suspended or revoked?
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. O 133"--
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? O B2
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 Ilst any
current or former financial Interest in said business including any loans to or from a licensee. ❑
Ea-
11. Does the Applicant,as listed on line 2 0l this application,have legal possession of the premises for at least 1 year from the date that
it's license will be Issued by virtue of ownership,lease or other arrangement?
Ownership O Lease ❑ Other(Explain In Detail) D
a.11 leased,list name of landlord and tenant,and date of expiration,EXACTLY as they appear on the lease:
Landlord 'Tenant 'Expires
Attach a diagram and outline or designate the area to be licensed(including dimensions)which shows the bars,brewery,walls,partitions,
entrances,exits and what each roam shall be utilized for in this business.This diagram should be no larger than 8 1/2'X 11'.(Doesn't have
to 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,fumiture 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
. ow t -ca, Lie ,.
/s vie \ vrc4Nc. <xc v\
Attach copies of a 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 o/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? O EL/-
Number of separate Optional Premises areas requested. (See License Fee Chan)
14. Liquor Licensed Drug Store applicants,answer the following:
(a) Does the applicant for a Liquor Licensed Drug Store have a license issued by the Colorado Board of Yes No Pharmacy?COPY MUST BE ATTACHED. O __15. Club Liquor License applicants answer the following and attach:
(a) Is the applicant organization operated solely for a national,social,fraternal,patriotic,political or athletic purpose and
not for pecuniary gain? o QV
(b) is the applicant organization a regularly chartered branch,lodge or chapter of a national organization which is ❑ (9'
operated solely for the object of a patriotic or fraternal organization or society,but not for pecuniary gain?
(c) How long has the club been Incorporated? (d) How long has applicant occupied the premises
(Three years required) to be licensed as a club?(Three years required)
16. Brew-Pub License or Vintner Restaurant Applicants answer the following:
(a) Has the applicant received or applied for a Federal Permit? O
(Copy of permit or application must be attached)
17a. Name of Manager(for all on-premises applicants) V� \ ` p"A reF (if this is an Date of Birth
application for a Hotel,Restaurant or Tavern Ucense,the manag must also submit an Individual History Record(DR 8404-I).
licensed establishment in the State of Colorado? II yes,provide name,type of license and account number. Yes
O a
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
in the applicant currently have an outstanding tax distraint issued to them by the Colorado Department of Revenue? ��'
If yes,provide an explanation and include copies of any payment agreements.
DR 6404(1026/04)Page 4
19. If applicant is a corporation,partnership,association or limited liability company,applicant must list ALL OFFICERS,DIRECTORS,
GENERAL PARTNERS,AND MANAGING MEMBERS.In addition applicant must Ilst any stockholders,partners,or members with OWNER-
SHIP OF 10%OR MORE IN THE APPLICANT.ALL PERSONS LISTED BELOW must also attach form DR 8404-I(Individual History record),
and submit finger print cards to their local licensing authority.
NAME HOME ADDRESS,CITY B STATE DOB POSITION %OWNE4'
3-kiL LA)11 $c{6 59" '1 �Acle7 `doh .
rior,4er3dr
'If total ownership percentage disclosed here does not total 100%applicant must check this box
0 Applicant affirms that no Individual other than these disclosed herein,owns 10%or more of the applicant
Additional Documents to be submitted by type of entity
❑ CORPORATION 0 Cert.of Incorp. ❑ Cert.of Good Standing(If more than 2 yrs.old) 0 Cert.of Auth.(if a foreign corp.)
❑ PARTNERSHIP 0 Partner Agreement(General or Limited) 0 Husband and Wile partnership(n ten agreement)
LIMITED LIABILITY COMPANYwritten
of Organization 0 Cert.of Authority(if foreign company) Operating Agrmt.
In ASSOCIATION OR OTHER Attach copy of agreements creating association or relationship between the parties
Registered Agent(if a icable) th Addc$ 4)
/
OATH OF APPLICANT
I declare under penalty of perjury in the second degree that this application and all attachments are true, correct,and complete
to the be 1 my knowledge. 1 also acknowledge that it is my responsibility and the responsibility of my agents and employees
to die prot>Isjns of the Colorado Liquor or Beer Code which affect my license.
Aut o�<1,,Si• ature Title Date
REPORT AND APPROVAL OF LOCAL LICENSING AUTHORITY(CITY/COUNTY)
Date . -•110011 filed with local authority Data of local authority hearing(for new license applicants;cannot be less
than 30 days from d to ofP pplicatlon 1247-311(1))C.R.S.
03[20 2-OO OS (�I2.DOCO
THE LOCAL LICENSING AUTHORITY HEREBY AFFIRMS:
That each person required to file DR 8404.1(Individual History Record)has: Yes No
Been fingerprinted W 0
❑ Been subject to background investigation,including NCIC/CCIC check for outstanding warrants 0 0
That the local authority has conducted,or intends to conduct,an Inspection of the proposed premises to ensure that the applicant is in
compliance with,and aware of,liquor code provisions affecting their class of license 0 0
(Check One)
❑ Date of Inspection or Anticipated Date
XUpon approval of state licensing authority.
The foregoing application has been examined;and the premises,business to be conducted,and character of the applicant are satisfactory.
We do report that such license,if granted,will meet the reasonable requirements of the neighborhood and the desires of the adult inhabitants.
and will comply with the provisions of Title 12,Article 46 or 47,C,R.S. THEREFORE,THIS APPLICATION IS APPROVED.
Local Licensing Authority for Telephone Number ❑ TOWN,CITY
Weld Co ty, Colorado ,!. I � 0-356-4000 X4200 13 COUNTY
Signature n � le a .� r! of County
/liay Date MAY 1 5 2006
Sig lure(atte8lj 1 �>�.f�t�u5yrc��... Board Date
BYrr 11a �1 Lt a_ «t -r, to the Board MAY 1 5 2006
•
071x6-/.3.37
p
PLEASE POST NEAR EXISTING LICENSE
TO WHOM IT MAY CONCERN:
On the 19th day of April, 2006,5990, LLC,dba Rafferty's,submitted an application for a Transfer
of Ownership for a,with said license previously being held by Rafferty's, Inc., dba Rafferty's,and
expiring on February 12,2007. Until the Transfer of Ownership has been considered by the Board
of Commissioners and notification has been received from the State advising whether this Transfer
of Ownership request has been approved or disapproved, the Board hereby authorizes the
continued sale of malt,vinous, and spirituous liquor at this establishment which is located at 5990
West 10th Street,Greeley,Colorado 80634,under a Temporary Permit which has been approved
by the Board on. This Temporary Permit allows,dba,to conduct business and sell malt,vinous and
spirituous liquors for consumption by the drink on the premises only, at retail at said location in
accordance with the license previously held by Rafferty's, Inc., dba Rafferty's, subject to all other
rules and regulations set forth by the Board of County Commissioners of Weld County,Colorado,
for a period of 120 days,or until such time as the application for Transfer of Ownership is approved
by the State of Colorado, whichever shall occur first.
If there are any questions concerning this matter,please feel free to contact the Weld County Clerk
to the Board's Office at 336-7215, Extension 4228, between the hours of 8:00 a.m. and 5:00 p.m.,
Monday through Friday.
Sincerely,
BOARD OF COUNTY COMMISSIONERS
WE!LDD� /, /
COUN , COLORADO
•�`
M. J. eile, Chair
MJG/cah APR 19 2006
cc: Sheriffs Office
Liquor Enforcement Officer
2006-1134
LC0023
AFFIDAVIT OF TRANSFER
AND STATEMENT OF COMPLIANCE
Pursuant to the requirements of 12-47-303(3)(b), Colorado Revised Statutes,
Licensee hereby states that all accounts for alcohol beverages sold to the
Applicant are:
Y Paid in full. There are no outstanding accounts with any Colorado
Wholesalers.
Licensee hereby certifies that the following is a complete list of accounts
for alcohol beverages that are unpaid:
Licensee and Applicant agree that all accounts will be paid for from the
proceeds at closing by the: Licensee Applicant
Applicant will assume full responsibility for payment of the outstanding
accounts as listed above.
Licensee hereby authorizes the transfer of its Colorado Retail Liquor License to
the Applicant, its agent, or a company, corporation, partnership or other business
entity to be formed by the Applicant. _
Dated this day of MK( V\ , 10 [p.
SellerDate Applica t (Buyer) D to V
2 .
Gross Building Area: 4,500 SF Freezer
Basement: 3,180 SF o O_
(13 co
Coll
vh-n
floor
45"7' - y .., "7'c-jaI ei
m:t"a»i
`Y:tar I
Prep Ares
Dining Area Kitchen
N
Wit Th
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20.q• Ch it Station
dtng
F Ara. l 0 EM. Exits
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Area E
Fi-cpisce N. ,. Derh
AffE ?TY"S
5° 1O W. 10th Street
Greeley, GO Lounge Area
r
HLPurposed Smoking Area
The Board of County Commissioners
Weld County,Colorado
March 20, 2006
To Whom It May Concern:
This letter is sent as part of the application for transfer of an existing liquor
license and a request for temporary authority to sell liquor pending final approval of the
request to transfer.
The applicant, 5990 LLC,has entered into an agreement for the purchase and sale
as a going concern of all the business assets, including furniture, fixtures equipment,
stocking trade, parts and supplies, goodwill, and the stock in the Corporation all in
connection with the bar and restaurant business carried on as RAFFERTY'S, INC. The
closing is set for April 3r°,2006.
Mr. Wayne D. Crabtree, a member of the LLC, is asking that he been named on
both the temporary authority and the new license.
Respectfully,
•
Wayne D. ra e,Member and Manager of 5990 LLC, a Colorado limited liability
comp y.
a
MEMORANDUM
#0, ict\i
TO: DEPUTY CLERK TO THE BOARD
I FROM: LORI SIEDELMAN
SUBJEC. CT LIQUOR26 LICENSE INQUIRY
DATE: 04/ 06
COLORADO CC: CINDY SALAZAR,
ENVIRONMENTAL HEALTH SERVICES
In response to your request, Environmental Health Services has reviewed the Retail Food
Service Establishment file for Rafferty's, located at 5990 W. 10th Street, Colorado. At
this time, the new owners are in the process of applying for a Retail Food Establishment
License. Paperwork and payment have been received. However, the license has not yet
been approved. Due to this facility being on septic system, a review of the system is
being conducted. In addition, an inspection of the facility revealed some non-critical
violations and other maintenance issues that require a compliance agreement be signed
before the license is issued. In summary, the Retail Food Establishment License will be
approved when a compliance agreement signed by the owner is on file with the Health
Department and the septic system is found to be adequate.
Should you have any questions regarding this matter, please contact me at extension 2222
or via e-mail at lsiedelman@co.weld.co.us.
Thank you.
M.\ENVIRONMENTAL HEALTH SERVICES\P000\Memos\Liquor License Inquiry Shell..doc
a
MEMORANDUM
4;Ks
TO: DEPUTY CLERK TO THE BOARD
IFROM: LORI SIEDELMAN
SUC. AT E TE: OS/ 06 CT: QUOR 10 LICENSE INQUIRY
COLORADO CC: CINDY SALAZAR,
ENVIRONMENTAL HEALTH SERVICES
In response to your request, Environmental Health Services has reviewed the Retail Food
Service Establishment file for Rafferty's, located at 5990 W. 10`h Street, Colorado. The
new owners have completed the application process for a Retail Food Establishment
License. A compliance agreement has been signed by the owner and the septic system
has been found to be adequate. The license has been approved.
Should you have any questions regarding this matter, please contact me at extension 2222
or via e-mail at lsiedelman@co.weld.co.us.
Thank you.
M'.\ENVIRONMENTAL HEALTH SERVICES\F000\MemosLLiquor License Inquiry Shell.doc
orMEMORANDUM
VII �. To: Jenny VanEgdom, Deputy Clerk to the Board April 13, 2006
C From: Bethany Salzman, Zoning Compliance Officer, Dept. of Planning Services
COLORADO Subject: LC0023
Review of the following liquor license renewal by the Department of Planning Services shows the following:
5990, LLC
dba Rafferty's
5990 West 101h Street
Greeley, CO 80634-9760
Zone District: C-3 (Commercial)
Adequate documentation has been received substantiating that this use and structure existed prior to the
requirement of a Site Plan Review permit.
Please be advised that no open violation were noted.
SERVICE,TEAMWORK,INTEGRITY,QUALITY
- .
TRANSFER OF OWNERSHIP REVIEW FORM
Date: April 11, 2006
TO: Dep. Peter Wagoner
FROM: J.D. Broderius
SUBJECT: Transfer of Ownership/Liquor License Check
In accordance with the procedure for Liquor and/or beer license checks, please review all
records on the following establishment for any associated reports during the last year and return
your report to the Weld County Clerk to the Board's Office within two weeks. Your report will
be used by the Board of County Commissioners in considering the Transfer of Ownership for a
Hotel and Restaurant Liquor License.
PLEASE RESPOND NO LATER THAN: APRIL 26, 2006
Present Name of Establishment: New Applicant Name:
ESTABLISHMENT: RAFFERTY'S, INC. 5990, LLC
DBA RAFFERTY'S DBA RAFFERTY'S
5990 W 10TH STREET 5990 W 10TH STREET
GREELEY, CO 80634 GREELEY, CO 80634
Current license expires: February 12, 2007
A hearing for a Temporary Permit Is scheduled for the Board's
Agenda on 04/19/06 -if approved, the Permit will be valid for 120
days.
No concerns
De ty's Initials
The Sheriff's Office had a concern and the deputy has mutually
worked with the licensee to correct the concern.
(Complete Attached Worksheet)
Unresolved concerns exist requiring a Probable Cause Hearing
scheduled by the Board of County Commissioners.
(Complete Attached Worksheet)
Please notify at Extension of the date and time of the
Board of Commissioner's Transfer of Ownership hearing.
DR 8404-I (06/02)
COLORADO DEPARTMENT OF REVENUE
LIQUOR ENFORCEMENT DIVISION
1881 PIERCE STREET RM 108A
DENVER CO 80281
INDIVIDUAL HISTORY RECORD
To be completed by each individual applicant,all general partners of a partnership, all limited partners owning 10% (or more)
of a partnership;all officers and directors of a corporation,all stockholders of a corporation owning 10% (or more)of the stock
of such corporation;all limited liability company MANAGING members, Officers or other limited liability company members
with a 10% (or more)ownership interest in such company and all managers of a Hotel and Restaurant or a Tavern License.
NOTICE:This individual history record provides basic information which is necessary for the licensing authority investigation.
All questions must be answered in their entirety or your application may be delayed or not processed. EVERY answer you give
will be checked for its truthfulness.A deliberate falsehood or omission will Jeopardize the application as such falsehood
within itself constitutes evidence regarding the character of the applicant.
1.Name of Business
RCArF;f
2.Your Full Name(tail,first middle) 3.LIst any other names you have used.
/hi be, S*e ve.et Mot ff ktici N/A
4.Mailing address(if different from residence) Home Telephone
7o -Zi 3 - 615 6
5.List all residence addresses below.Include current and previous addresses for the past five years.
STREET AND NUMBER CITY,STATE, ZIP FROM TO
Curren) Gf¢sae� 0C+ of, /44,hs 0,-6S y ,tN Ate` Co, cE3 063y o6
Previous Gyeta cy 7a' 99' �}
7210 ../11 C.
S4- co. <06.5y US
6.Date of Birth Social Security Number(SSN) Place of Birth 9y76 y 7.U.S.Citizen?
7 / 5) /9,( Up/4-. 4 , h\co,n, Ras< No
If Naturali rid,state where When Name of District Court
Naturalization Certificate Number Date of Certification If an Alien,Give Alien's Registration Card Number Permanent Residence Card Number
8.Height Weight hair Color Eye Color Sex Race 9. Do you have a current Driver's License?If so,give number 8 stale
6 S .Z25 l3RN clue M 1i4,) s ❑No
10.List the name(s)of relatives working in or holding a financial Interest in the Colorado alcohol beverage Industry.
NAME OF RELATIVE RELATIONSHIP TO YOU POSITION HELD NAME OF EMPLOYER
11.Have you ever applied for,held,or had an interest in a State of Colorado Liquor or Be r License.or loaned money,furniture or fixtures,equipment or
inventory.to any liquor or beer licensee?If yes,answer In detail. ❑Yes 1Jo
12.Have you ever been convicted of a crime,or received a suspended sentence,deferred tense,or forfeited hall for any offense in criminal or military
court or do you have any charges pending?(If yes,explain in detail.) D Yes No
13.Have you ever received a violation notice,suspension or revocation,for a ' uor law violation,or have you applied for or been denied a liquor or beer
license anywhere in the U.S.?If yes,explain In detail. O Yes o
14.List all current and former employers or businesses engaged in within the last five years(Attach separate sheet if necessary)
NAME OF EMPLOYER ADDRESS(STREET,NUMBER,CITY,STATE,ZIP) POSITION HELD FROM TO
—5001/41/1 Co-1.54-wCAio.? 725.7 ' hill S+-4/ecl<7 CO.
15.Financial Information. I .,_
Total purchase price$ 1,Soo, 0 tic" (if buying an existing business)OR list the total amoupt of your investment in the new business,
including notes,loans.cash,services or equipment,and operating capital $ /$ 0 t CO c)
Provide details of Investment. You must account for the sources of ALL cash(how acquired).Attach a separate sheet If needed.
Type:Cash,Services or Equipment Where Obtained(Savings,Checking,Account,etc.) Amount
CHs1t /Ot Sle Lqr 1 b
u n /Se,cx)o '
LOAN !
New ��., �ia�, (.301-*I\ �,a�ie., �Z�e4..k.:
Loan Information(attach copies of all notes or loans)
Name of Lender Address Term 4 Security Amount
New 6:x4/4-42 &lelK 2925 35 A /etle
!� t ,(3u, /dA'
16.Give name of bank where business account will be maintained;name the account will be maintained under;and the name or names of persons
/a�utthorized to w thereon. 1
' Vet clot
F it. �-1 el CeIRck 1 y gal,Ui4-
_5c/c/o LLC
Oath of Applicant
I declare under penalty of perjury in the second degree that this application and all attachments are true,correct,and complete to the best of
my knowledge.
Authorized Title Date
G
3//51/4 d
cd os Colorado Bureau of Inv
estigation
COLORADO Robert C.Cantwell,Director
DEPARTMENT
OF PUBLIC SAFETY
April 24, 2006
Weld County Sheriff Office
1950 O Street
Greeley, Colorado 80631
RE: White, Steven Matthew DATE OF BIRTH: 19710705
No Colorado record of arrest has been located based on above name and date of birth or
through a search of our fingerprint files. Subject may be a registered sex offender.
The Colorado Bureau of Investigation's database contains detailed information of arrest records
based upon fingerprints provided by Colorado law enforcement agencies. Arrests, which are
not supported by fingerprints,will not be included in this database. On occasion the Colorado
criminal history will contain disposition information provided by the Colorado Judicial system.
Additionally,warrant information, sealed records, and juvenile records are not available to the
public.
Falsifying or altering this document with the intent to misrepresent the contents of the
record is prohibited by law,and may be punishable as a felony when done with the intent
Gill Oweto injure or defraud any person.
GOVERNOR
EXECUTIVE DIRECTOR Sincerely,
Jan Dempsey Simkins
cam"P.u,lail' Agent in Charge
Opp,Donau Identification Unit
Division
sion
aw
lon al
Criminal
GlmvelARUa
ONa a Prepared eat
SoKudN..and RN Sally By: David Rocchio
Supervisor
Identification Unit
fseas r ''
-ltilJr/ SIC
•
e I
♦ I
1111
Dewey Office
890 Klpenp Street,Suite 3000 Pueblo Office Montrose Office Durango Office
Denier,Colorado 80215-5825 3410 North Elizabeth Street 301 South Nevada Avenue 160 Rork Point Drive,Unit B
(303)239-4300 Pueblo,Colorado 81008 Montrose,Colorado 81401 Durango,Colorado 81301
Admin.FAX(303)235-0568 (719)542-1133 (970)248-8621 (970)375.1646
Invest.FAX(303)239.5788 FAX(719)542-6411 FAX(970)249.8308 FAX(970)375-1619
cbi.denverocdps.etate.co.us cbl.puebtoOcdps.etatsco.us cbl.montrose0cdps.state.co.us cbi.duran9o0cdps.state.co.us
March 20, 2006
Colorado Liquor Board
State of Colorado
Denver, Colorado
To Whom It May Concern:
It has been my privilege to know Steve White for the past
several years. As a real estate broker, I have had the
opportunity to work with Steve on several projects.
I think Steve is an excellent business owner and find him
to be thorough in all his business activities.
I would like to recommend him as a reputable person to
receive a liquor license in our State.
Sincerely,
Sandra Markley /
Real Estate Broker
Premiere Properties & Investments
March 21,2006
To Whom It May Concern:
Steve White is a friend and business associate of mine. I am sending this Letter
Of Recommendation to you as support in his obtaining a license to sell liquor
in the State of Colorado.
I feel Steve will handle his restaurant/bar business,as well as his partners, in a
completely honest and ethical business fashion.
Best regards,
Steve Calhoon
Crasco LLC
P. O. Box 336009
Greeley,Colorado 80633
March 21,2006
To Whom It May Concern:
This letter is to recommend the issue of a State of Colorado Liquor License
to Steven M. White.
I have known Steve for 2 1/2 years and find him to be a very honest and
sincere individual. He handles any business endeavors with responsibility
integrity and would be a fine associate for the State Liquor Board.
ECecky Hod s
I0IY22"k Avenue
Greeley, CO 80631
DR 8404-I (08102)
COLORADO DEPARTMENT OF REVENUE
LIQUOR ENFORCEMENT DIVISION
1881 PIERCE STREET RM 108A
DENVER CO 80261
INDIVIDUAL HISTORY RECORD
To be completed by each individual applicant, all general partners of a partnership, all limited partners owning 10% (or more)
of a partnership;all officers and directors of a corporation, all stockholders of a corporation owning 10% (or more) of the stock
of such corporation; all limited liability company MANAGING members, Officers or other limited liability company members
with a 10% (or more)ownership interest in such company and all managers of a Hotel and Restaurant or a Tavern License.
NOTICE:This individual history record provides basic information which is necessary for the licensing authority investigation.
All questions must be answered in their entirety or your application may be delayed or not processed. EVERY answer you give
will be checked for its truthfulness.A deliberate falsehood or omission will jeopardize the application as such falsehood
within itself constitutes evidence regarding the character of the applicant.
1.Name of Business
2.Your Full blame(la t,fir t,middle) 3.List any other names you have used.
\ 'f fiLI(U, (7k,o ^e
4.Mai Ing address(if differ nt from residence) Home Telephone
5.List all residence addresses below.Include current and previous addresses for the past five years.
STREET AND NUMBER CITY STATE, ZIP FROM TO
Current
��\c\ (p0 kvec 0(eQQ i (_cl 80(tA'( Dzi -, C(VvvA
Previous
u\ �1 �� Skc� \7 G\reEIaU Cn 80.0 ( n(o/c ; cz(o(r
3 ��1ll loll b'elzlo:H ra 90 ( oC(n3 nc�/oc
"12 o`er C'4bA(aciati (Peek c CO P0.0-Sc nc3(no nC)(c3
6.Date of Birth Social Security
\VV-\\m �l J [ Yes ❑No
It turalized,slate where N hen Name of District Court
Naturalization Certificate Number Date of Certification If an Alien,Give Alien's Registration Card Number Permanent Residence Card Number
8.Height Weight Hair Color' Eye Color Sex Race 9.Do you have a Raace 9.DDo you have a curre❑ nt(Drriiver'ss License?If so,give number&state
L7( 11 Zoo %IV (.:-.RNM `V`I J�IYes No
10.List the name(s)of relatives working in or holding a financial interest in the Colorado alcohol beverage industry.
NAME OF RELATIVE RELATIONSHIP TO YOU POSITION HELD _ NAME OF EMPLOYER
11.Have you ever applied for,held,or had an interest in a State of Colorado Liquor eer License,or loaned money,furniture or fixtures,equipment or
pr B
inventory,to any liquor or beer licensee?If yes.answer in detail. ❑Yes No
12.Have you ever been convicted of a crime,or received a suspended sentence deferred sentence,or forfeited bail for any offense in criminal or military
court or do you have any charges pending?Of yes,explain in detail.) Yes ❑No
\(\i /c;' _
�r'cL (.71( t' ,t? `/R6.1- CII c' ��,1' _,Y (t7��
13.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 beer
license anywhere in the U.S.?If yes,explain in detail. El Yes NO
14.List all current and former employers or businesses engaged in within the last five years(Attach separate sheet if necessary)
NAME OF EMPLOYER ADDRESS(STREET,NUMBER,CITY,STATE,ZIP) POSITION HELD FROM TO
- A- S LjC-RC) VNi C r•j�61faLkCi( A2 Wi tc/ Cg(o1 C uir(e
15.Financial Information. I r,n
Total purchase price$ I l_ C� O C)n O. "(it buying an existing business)OR list the total amount of your investment in the new business,
including notes,loans,cash,servi6es or equipment,and operating capital $ f c-o oci - -
P►ovide details of Investment. You must account for the sources of ALL cash(how acquired).Attach a separate sheet if needed.
Type:Cash,Services or Equipment Where Obtained(Savings,Checking,Account,etc.) Amount
Y'C)\.M l<;KX{"1 Di-1, ‘servi(esl\.) r-- I
Loan Information(attach copies of all notes or loans)
Name of Lender I 'r Address Term Security Amount
�c.� -i'C�t �( _42: +v.
2_42:c ' (--)- �f ---4x)�co�, }2cc,Ic ,
5V1(,) L LC. S90 WIC-' .
16.Give name of bank where business account will be maintained;name the account will be maintained under;and the name or names of persons
authorized to draw thereon. ( ,_— \-( -\.(\ i\IVIoirvy
C‘1\_) \-(-t.,A8r :P---jaAk i
1,saA- b��: 5990 1 LL \q_k_kr (c4.-) e ,
Oath of Applicant
I decl re under penalty of perjury in the second degree that this application and all attachments are true,correct,and complete to the best of
my k wle'ge.
Auth 'Zee/' •I ature Title... T e Date
C(77101,/ -:; 11 (11114.71VX,‘16/- g 15 oci, _
/ (
'p
ATTENTION: WELD COUNTY SHERIFF OFFICE
COLORADO BUREAU OF INVESTIGATION - CRIME INFORMATION CENTER
690 KIPLING STREET, #3000, DENVER, COLORADO 80215 303/239-4208
THIS IDENTIFICATION RECORD, FOR LAWFUL USE ONLY, SUMMARIZES INFORMATION SENT TO
THE CBI BY FINGERPRINT CONTRIBUTORS IN COLORADO. WHERE THE DISPOSITION IS NOT
SHOWN OR FURTHER EXPLANATION OF A CHARGE OR DISPOSITION IS DESIRED, CONTACT THE
AGENCY THAT FURNISHED THE FINGERPRINTS. ONLY THE COURT OR DISTRICT ATTORNEY IN
WHOSE OFFICE A FINAL DISPOSITION OCCURRED CAN PROVIDE A CERTIFIED COPY OF THAT
DISPOSITION. STATE LAW GOVERNS ACCESS TO SEALED RECORDS. UNLESS FINGERPRINTS
ACCOMPANIED YOUR INQUIRY, WE CANNOT GUARANTEE THIS RECORD RELATES TO THE PERSON
IN WHOM YOU HAVE AN INTEREST. BECAUSE ADDITIONS AND DELETIONS MAY BE MADE AT
ANY TIME, A NEW COPY SHOULD BE REQUESTED WHEN NEEDED FOR SUBSEQUENT USE.
NAME(S) USED: CRABTREE, WAYNE DOUGLAS
PHYSICAL: W M 601 229 BRO/GRN SKIN:
DATE(S) OF BIRTH: 080678
PLACE(S) OF BIRTH: CO
CONTRIBUTOR / NAME / CHARGE /
ARREST# DATE DISPOSITION
CSP (DISTRICT THREE CRABTREE, DRIVING UNDER INFLUENCE LIQUOR
) FORT COLLINS WAYNE DOUGLAS PER SE
ARREST # 0500862 DATE - 01/14/05 MISDEMEANOR
OFFENSE DATE: 01/14/05
ITEM #001/003
CSP (DISTRICT THREE CRABTREE, DRIVING UNDER INFLUENCE LIQUOR
) FORT COLLINS WAYNE DOUGLAS DUI OF OR DWAI BY ALCOHOL OR DRUG
ARREST # 0500862 DATE - 01/14/05 MISDEMEANOR
OFFENSE DATE: 01/14/05
ITEM #002/003
CSP (DISTRICT THREE CRABTREE, TRAFFIC OFFENSE
COLLINS N DRIVING
ARREST # 0500862 DATE - 01/14/05 MISDEMEANOR
OFFENSE DATE: 01/14/05
ITEM #003/003
---- END OF RECORD MEETING DISSEMINATION CRITERIA ----
04/25/06 1311MT
*** CRIMINAL JUSTICE AGENCIES MAY NOT HAVE PROVIDED ALL ARRESTS, ***
*** CHARGES OR DISPOSITIONS TO THE CBI. THIS RECORD SHOWS ALL ***
*** ARRESTS, CHARGES & DISPOSITIONS THAT WERE PROVIDED, UNLESS ***
*** ACCESS TO THEM HAS BEEN LIMITED BY COURT ORDER. ***
* FALSIFYING OR ALTERING THIS RECORD WITH THE INTENT TO MISREPRESENT THE *
* CONTENTS OF THE RECORD IS PROHIBITED BY LAW, AND MAY BE PUNISHABLE AS *
*** A FELONY WHEN DONE WITH THE INTENT TO INJURE OR DEFRAUD ANY PERSON.***
March 21, 2006
To Whom It May Concern:
I have known and worked with Wayne Crabtree for the past 5 years.
I can recommend him as a responsible individual and conscientious
business man.
I think he would be a good restaurant/bar owner and would
recommend him for a Liquor License in the State of Colorado.
Sincerely,
cv1rir
Donnie Edick
March 20, 2006
To Whom It May Concern:
Wayne Crabtree has my recommendation to be considered
for a Liquor License.
I have known Mr. Crabtree for the past four years and find
him to be a great business man.
I think he is fair and honest in all of his business
transactions.
? Repe
ul y,
] r tcha
March 21,2006
To Whom It May Concern:
Wayne Crabtree has been a business associate of mine for the past 3 years.
I would highly recommend him as a candidate to obtain a license to sell
liquor in the State of Colorado.
WARREN WOODSON
DR 8404-I (08/02)
COLORADO DEPARTMENT OF REVENUE
LIQUOR ENFORCEMENT DIVISION
1881 PIERCE STREET RM 108A
DENVER CO 80261
INDIVIDUAL HISTORY RECORD
To be completed by each individual applicant, all general partners of a partnership, all limited partners owning 10% (or more)
of a partnership; all officers and directors of a corporation, all stockholders of a corporation ownirg 10% (or more) of the stock
of such corporation; all limited liability company MANAGING members, Officers or other limited liability company members
with a 10% (or more)ownership interest in such company and all managers of a Hotel and Restaurant or a Tavern License.
NOTICE:This individual history record provides basic information which is necessary for the licensing authority investigation.
All questions must be answered in their entirety or your application may be delayed or not processed. EVERY answer you give
will be checked for its truthfulness. A deliberate falsehood or omission will Jeopardize the application as such falsehood
within Itself constitutes evidence regarding the character of the applicant.
I.Nam 1 Business
r( cr-?,-175
2. our Full Name(last,first,middle) 3.List any other names you have used.
1
��/"✓te /12icfba:L9 TorjC—XT-
4.Mailing address(if different from residence) Home Telephone
/2/ S_3 ZY 4%-re. CT (97c) 3sz, . 822r3
5.List all residence addresses below.Include current and previous addresses for the past five years.
STREET AND NUMBER CITY,STATE, ZIP FROM TO
Current
Previous
6.Date of Birth Social Security Number(SSN) Place of Birth 7.U.S.Citizen?
/ .; „Lori =Scnh.ri Nam- Y-,K es ❑No
It Naturalized,state where When Name of District Court
Naturalization Certificate Number Date of Certification If an Alien,Give Alien's Registration Card Number Permanent Residence Card Number
8.Height Weight Hair Color Eye Color Sex Race 9.Do you have a current Driver's License?If so.give number&state
6 • /gO /34a,-- i3Qruv1A') "7 Yes ❑No
10.List the name(s)of relatives working in or holding a financial interest in the Colorado alcohol beverage industry.
NAME OF RELATIVE RELATIONSHIP TO YOU POSITION HELD NAME OF EMPLOYER l 4.11.Have you ever applied for,held,or had an interest in a State of Colorado Liquor or Beer License,or loaned money,tumiture or fixtures,equipment or
inventory,to any liquor or beer licensee?If yes, answer in detail. nYes (L-/�No
'12.Have you ever been convicted of a crime,or received a suspended sentence,deferred f entence,or forfeited bail for any offense in criminal or military
court or do you have any charges pending?(If yes.explain in detail.) Yes I�q LVo
13.Have you ever received a violation notice,suspension or revocation,fo�iquor law violation,or have you applied for or been denied a liquor or beer
license anywhere in the U.S.?If yes,explain in detail. O Yes o
14.List ell current and former employers or businesses engaged in within the last five years(Attach separate sheet if necessary)
NAME OF EMPLOYER ADDRESS(STREET,NUMBER,CITY,STATE,ZIP) POSITION HELD FROM TO
5c-„�r� ,r c'.��r,.�! _ 7. 5 7 Y' c 'k 3 C0'' -c'a y, ec f998 CGi-r•e,i7`
15.Financial Information. a.
Total purchase price$ f, SOt�. CCL (if buying an existing business)OR list the total amount of your investment in the new business,
including notes,loans,cash,services or equipment,and operating capital $ f SU. c�'-.
Provide details of investment. You must account for the sources of ALL.cash(how acquired).Attach a separate sheet if needed.
Type:Cash,Services or Equipment Where Obtained(Savings,Checking,Account,etc.) _ Amount
� i).4(—
���r/ JPLC <?� L /4r1 v, w
./.00
.L'4 r— ,�c`z✓ „�'o-✓rrFn /y1.N e_ '; ;2,..1 c.,•J„
Loan Information(attach copies of all notes or loans)
Name of Lender Address Term Security Amount
7t,Je,,✓ 1-7,(7O-,Tf 2 f 4i _q,..
I. 'J
16.Give name of bank where business account will be maintained;name the account will be maintained under;and the name or names of persons
authorized to draw tthereon.
/U�"-`-� �"`--1.1,r,6-A"' Q.1 e
AcT ,ti .. e-,- 5`j9 ,4L.c-
Oath of Applicant
I declare under penalty of perjury in the second degree that this application and all attachments are true,correct,and complete to the best of
my knowledge.
Authori Sign ure Title Date
,,' Co cxune.- ��.7S- :(--)
ATTENTION: WELD COUNTY SHERIFF OFFICE
COLORADO BUREAU OF INVESTIGATION - CRIME INFORMATION CENTER
690 KIPLING STREET, #3000, DENVER, COLORADO 80215 303/239-4208
THIS IDENTIFICATION RECORD, FOR LAWFUL USE ONLY, SUMMARIZES INFORMATION SENT TO
THE CBI BY FINGERPRINT CONTRIBUTORS IN COLORADO. WHERE THE DISPOSITION IS NOT
SHOWN OR FURTHER EXPLANATION OF A CHARGE OR DISPOSITION IS DESIRED, CONTACT THE
AGENCY THAT FURNISHED THE FINGERPRINTS. ONLY THE COURT OR DISTRICT ATTORNEY IN
WHOSE OFFICE A FINAL DISPOSITION OCCURRED CAN PROVIDE A CERTIFIED COPY OF THAT
DISPOSITION. STATE LAW GOVERNS ACCESS TO SEALED RECORDS. UNLESS FINGERPRINTS
ACCOMPANIED YOUR INQUIRY, WE CANNOT GUARANTEE THIS RECORD RELATES TO THE PERSON
IN WHOM YOU HAVE AN INTEREST. BECAUSE ADDITIONS AND DELETIONS MAY BE MADE AT.
ANY TIME, A NEW COPY SHOULD BE REQUESTED WHEN NEEDED FOR SUBSEQUENT USE.
NAME(S) USED: MINER, RICHARD R
PHYSICAL: W M 600 155 BRO/BRO SKIN:
DATE(S) OF BIRTH: 121565
PLACE(S) OF BIRTH: NY
SCARS/MARKS:
TAT UL ARM/TAT UR ARM/
CONTRIBUTOR / NAME / CHARGE /
ARREST# DATE DISPOSITION
PD GREELEY RECORDS MINER, LARC - PARTS FROM VEH
ARREST # B34801 RICHARD R OFFENSE DATE: 09/25/90
DATE - 09/25/90
MNU:OA-9014973 ITEM #001/002
PD GREELEY RECORDS MINER, LARCENY
ARREST # B34801 RICHARD R OFFENSE DATE: 09/25/90
DATE - 09/25/90
MNU:OA-9014973 ITEM #002/002
---- END OF RECORD MEETING DISSEMINATION CRITERIA ----
04/24/06 0804MT
*** CRIMINAL JUSTICE AGENCIES MAY NOT HAVE PROVIDED ALL ARRESTS, ***
*** CHARGES OR DISPOSITIONS TO THE CBI. THIS RECORD SHOWS ALL ***
*** ARRESTS, CHARGES & DISPOSITIONS THAT WERE PROVIDED, UNLESS ***
*** ACCESS TO THEM HAS BEEN LIMITED BY COURT ORDER. ***
* FALSIFYING OR ALTERING THIS RECORD WITH THE INTENT TO MISREPRESENT THE *
* CONTENTS OF THE RECORD IS PROHIBITED BY LAW, AND MAY BE PUNISHABLE AS *
*** A FELONY WHEN DONE WITH THE INTENT TO INJURE OR DEFRAUD ANY PERSON.***
Dave White
6907 West 22n° St.
Greeley, Colorado
March 20, 2006
To Whom It May Concern:
I would like to make a recommendation for Rich Miner as a candidate to
Receive a liquor license.
I have been associated, in business and personally, with Rich for the past
several years and think he is an upstanding citizen. He is business man with
high morals and character and would be a responsible liscensee.
Sincerely,
Dave White
March 21,2006
To Whom It May Concern:
I am presently working with Rich Miner and find him to be a thoughtful,caring
and honest individual. It is because of this,that I can sincerely recommend that
the State issue him a license.
I think he will be a good representative for the sale of liquor in the State of
Colorado.
Randy Brothers
20 march 2006
Liquor Board
State of Colorado
Re: R. Richard Miner
To Whom It May Concern:
I, Amanda Schneider, have had the privilege to know Rich Miner for the
past two years. He is a trustworthy and honest employer who is greatly
concerned with all his projects and endeavors.
I think he would be a good and trustworthy person to have a liquor license
issued by the State of Colorado.
Sincerely, . ,
�v(tlA1r c.9C 1,x-14, im_ .
Amanda Schneider
3775 West 25th Street
Apt. F305
Greeley, Co 80634
IVE3
NEW FROMER BANK
NEW GENERATION OF BANKING'
2425 35th Avenue, Greeley, CO 80634
970.339-9711 FAX 970.339.9721
March 22, 2006
5990, LLC
Attn; Steve White
5990 W. 10th Street
Greeley, Co 80634
RE: Purchase of Raffertys, Inc.
Dear Steve,
This letter is to inform you that the loan request for the purchase of Raffertys in Greeley,
Colorado has been approved by New Frontier Bank.
Should you need further information please contact:
Jamie Weeks, VP
New Frontier Bank
2425 35th Avenue
Greeley, CO 80634
Ph (970) 339-9711
Fx (970) 339-9721
e-mail: jweeksa,newfrontierbank.com
Thanks for choosing New Frontier Bank, and if you have any questions regarding this
approval, please feel free to call.
Sincerely,
_.)(1/22(1O/(1 A
Jamie A. Weeks, VP
Real Estate Department
Colorado Secretary of State- Information On File Page 1 of 1
Colasdo Secretary of State
BUSINESS CENTER r
sat •tart •
- Secretary of State
Information On File
Cart of Good Standing
File Document
Email Notification ID Number: 20061052656
History&Documents
Name: 5990, LLC
Business Home Registered Agent: Wayne D.Crabtree
Business Information
Business Search Registered Agent Street Address: 5990 W 10 Street,Greeley,CO 80634,United
Registered Agent Mailing Address:
FACIs
Glossa Principal Office Street Address: 5990 W 10 Street,Greeley,CO 80634,United !
ry
Principal Office Mailing Address: PO Box 336506,Greeley,CO 80633,United St
Status: Good Standing
Form: Limited Liability Company
Jurisdiction: Colorado
Formation Date: 02/06/2006
Term of Duration: Perpetual
Annual Report Month: February
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Business Center:303 894 2200•Fax:303 869 4864•Forms fax back:303 860 6975•e-mail: '-: ---^ c, -^ -^. ^
...:1008I rusk?quitButtonDestination=BusinessEntityResults&nameTyp=ENT&masterFileld=23/20/2006
BUSINESS LEASE
(Net, Net, Net)
THIS LEASE is made this @$24 day of April A42006, between
Rafferty' s Inc. (the"Lessor")
and 5990, LLC (the "Lessee").
In consideration of the payment of the rent and the performance of the covenants and agreements by the Lessee set
forth below, the Lessor does hereby lease to the Lessee the following described property situate in the County of
We 1 d , in the State of Colorado,the street address of which is
5990 W 10th Si- Greeley CO 80634
TBA
Legal oescrtption
TO HAVE AND TO HOLD the same with all the appurtenances unto the said Lessee from twelve o'clock noon on the
24 day of Apr'3 ,/?'2006, and until twelve o'clock noon on the is day of
May ,,f9/2.(101, at and for a rental for the full term of$ 24 000 , payable in monthly
installments of$ , on or before twelve o'clock noon on the is t day of each calendar month
during the term of this Iease,4aithe office of the Lessor at
D99U W 10 St. , Greeley , Colorado, without notice.
The Lessee, in consideration of the leasing of the premises agrees as follows:
1. To pay the rent for the premises above-described.
2. To pay to the Lessor those items listed below, or the Lessee's proportional share thereof, which for the
purposes of this Lease is deemed to be 100 %,which amount shall be considered as additional rent,and
shall be due on the presentation of the appropriate bill to the Lessee;
(a) all taxes, assessments, and other governmental charges which are levied against and may create a
statutory lien upon the leased premises which are levied or assessed during the term of this Lease;
(b) all premiums for fire and extended coverage insurance, property damage,and liability insurance in such
amounts as the Lessor may reasonably require;and
(c) all costs and expenses of repairing and maintaining the building, all of its components, and all land
surrounding the building.
3. To keep the improvements upon the premises, including sewer connections, plumbing, wiring and glass in
good repair,all at Lessee's expense,and at the expiration of this lease to surrender the premises in as good a condition as
when the Lessee entered the premises, loss by fire, inevitable accident, and ordinary wear excepted. To keep all
sidewalks on and around the premises free and clear of ice and snow, and to keep the entire exterior premises free from
all litter, dirt, debris and obstructions; to keep the premises in a clean and sanitary condition as required by the
ordinances of the city and county in which the property is situate.
4. To sublet no part of the premises, and not to assign the lease or any interest therein without the written
consent of the Lessor.
5. To use the premises only as bar and rectaurant
and to use the premises for no purposes prohibited by the laws of the United States or the State of Colorado, or of the
ordinances of the city or town in which said premises are located, and for no improper or questionable purposes
whatsoever, and to neither permit nor suffer any disorderly conduct, noise or nuisance having a tendency to annoy or
I disturb any persons occupying adjacent premises.
6. To neither hold nor attempt to hold the Lessor liable for any injury or damage,either proximate or remote,
occurring through or caused by the repairs, alterations, injury or accident to the premises,or adjacent premises,or other
parts of the above premises not herein demised, or by reason of the negligence or default of the owners or occupants
thereof or any other person, nor to hold the Lessor liable for any injury or damage occasioned by defective electric �!
wiring, or the breakage or stoppage of plumbing or sewerage upon said premises or upon adjacent premises, whether I
breakage or stoppage results from freezing or otherwise;to neither permit nor suffer said premises, or the walls or floors
thereof, to be endangered by overloading, nor said premises to be used for any purpose which would render the
insurance thereon void or the insurance risk more hazardous, nor make any alterations in or changes in, upon,or about
said premises without first obtaining the written consent of the Lessor therefore, but to permit the Lessor to place a"For
Rent"card or sign upon the leased premises at any time after sixty(60)days before the end of this lease.
7. To allow the Lessor to enter upon the premises at any reasonable hour.
8. To pay all charges for water and water rents, and for heating and lighting of the building in which said I
premises are located.
No.1050.Rev.3-87. BUSINESS LEASE(TRIPLE NET) ®1983
Bradford Publishing,1143 Wane St..Denver.CO 80202-(303)292-2500-4.88
IT IS EXPRESSLY UNDERSTOOD AND AGREED BETWEEN LESSOR AND LESSEE AS FOLLOWS:
9. No assent,express or implied,to any breach of any one or more of the agreements hereof shall be deemed or
taken to be a waiver of any succeeding or other breach. Any payment by Lessee, or acceptance by Lessor, of a lesser
amount than due shall be treated only as a payment on account. Further, failure of the Lessor to timely bill for taxes,
insurance or repairs,as required herein,shall not be deemed a waiver of the'Lessee's liability to pay same.
10. If,after the expiration of this lease,the Lessee 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 advance,equivalent to the last month's rent paid under this lease,and subject to
all the terms and conditions of this lease.
II. If the premises are left vacant and any part of the rent reserved hereunder is not paid, then the Lessor may,
without being obligated to do so,and without terminating this lease, retake possession of the said premises and rent the
same for such rent, and upon such conditions as the Lessor may think best,making such change and repairsias may be
required, giving credit for the amount of rent so received less all expenses of such changes and repairs, and the Lessees
shall be liable for the balance of the rent herein reserved until the expiration of the term of this lease.
12. The Lessor acknowledges receipt of a deposit in the amount of S to be held by the Lessor for the faithful performance of all of the terms, conditions and covenants of this lease. The
Lessor may apply the deposit to cure any default under the terms of this lease and shall account to the Lessee for the
balance. The Lessee may not apply the deposit hereunder to the payment of the rent reserved hereunder or the
performance of other obligations.
13. If any part of the rent provided to be paid herein is not paid when due,or if any default is made in any of the
agreements by the Lessee contained herein,it shall be lawful for the Lessor to declare the term ended, and to enter into
the premises,either with or without legal process,and to remove the Lessee or any other person occupying the premises,
using such force as may be necessary, without being liable to prosecution,or in damages therefor,and to repossess the
premises free and clear of any rights of the Lessee. If, at any time, this lease is terminated under this paragraph, the
Lessee agrees to peacefully surrender the premises to the Lessor immediately upon termination, and if the Lessee
remains in possession of the premises, the Lessee shall be deemed guilty of forcible entry and detainer of the premises,
and, waiving notice,shall be subject to forcible eviction with or without process of law.
14. In the event of any dispute arising under the terms of this lease, or in the event of non-payment of any sums
arising under this lease and in the event the matter is turned over to an attorney,the party prevailing in such dispute shall
be entitled, in addition to other damages or costs,to receive reasonable attorney's fees from the other party.
15. In the event any payment required hereunder is not made within ten(10)days after the payment is due,a late
charge in the amount of five percent(5%)of the payment will be paid by the Lessee.
16. In the event of a condemnation or other taking by any governmental agency, all proceeds shall be paid to the
Lessor hereunder,the Lessee waiving all right to any such payments.
17. This lease is made with the express understanding and agreement that, in the event the Lessee becomes
insolvent, or is declared a bankrupt, then, in either event, the Lessor may declare this lease ended, and all rights of the
Lessee hereunder shall terminate and cease.
THIS LEASE shall be binding on the parties,their personal representatives,successors and assigns.
ADDITIONAL PROVISIONS
LESSOR Rafferty' s Inc. Lit
0 LLC
OPERATING AGREEMENT
OF
5990 L.L.C.
OPE,RATING AGREEMENT is made and entered into effective as of the 20
day of /UM c!-Q , 2006, by R. Robert Miner, Steven M. White, and Wayne D.
Crabtree the initial members and managers.
The following Articles, together with any amendments hereafter made, shall
constitute the Operating Agreement of 3990, L.L.C., a Colorado Limited Liability
Company (hereinafter "Company"). Unless otherwise contravened or superseded by
statutory mandate, these Articles shall control and direct all aspects of the relationship of
the Company's members to the Company and to each other,and shall control the operation
of the Company throughout its duration. To the extent this Agreement is silent on any
operating issues, the provisions of the Colorado Limited Liability Company Act which
pertain to such issues, if any, shall control.
ARTICLE 1
Formation of Company ny and Records
Section 1. Formation.On El c tLrt/.<"�',2006,R.Robert Miner and Steven
M.White organized the Company by exe ut' g and delivering Articles of Organization to
the Colorado Secretary of State in accordan with and pursuant to the Colorado Limited
Liability Act.The objectives and purposes for such action were to create a legal entity whose
primary purposes would be to engage in,including,but not limited to,the operation of a
food and beverage business and to carry on any and all activities relating to such
purposes and any activities, businesses, and purposes permitted under the Colorado
Limited Liability Act.
Section 2.Name,place of business and registered agent.The name of the Company is
5990 L.L.C., a Colorado limited liability company. The principal office and place of
business of the Company shall be located at 5990 W loth Street, Greeley, CO 80634.
Other offices may be established either within or outside the State of Colorado as the
managers may designate or as the business of the Company may from time to time require.
The initial registered agent of the Company as required by the Colorado Limited Liability
Company Act is Wayne D. Crabtree. The managers, by consensus, may, at any time,
designate any other person of the minimum age of twenty-one years to act as registered
agent.Any such change shall be reported to the Colorado Secretary of State within fifteen
days of such action.
1
Section q. Business and tax records. The managers shall insure that business and
financial records appropriate to the business being conducted by the Company are
maintained from year to year,which records shall be in accordance and compliance with the
requirements of the Colorado Limited Liability Company Act. The managers shall be
authorized to hire and compensate accountants and other professional advisers for such
purpose from time to time.Copies of annual financial statements shall be furnished to any
member upon request;however,the managers shall insure that tax reporting information,
such as K-i schedules,shall be prepared and sent to all members not later than March 15th
of each year. Until further action of the managers,Steven M. 'White shall act as the IRS
Tax Matters Partner with respect to all federal tax compliance and audit matters.
ARTICLE II
Members, Meetings &Voting
Section i. Names of initial members. The initial members of the Company are:
R. Robert Miner, Steven M. White, and Wayne D. Crabtree, all of
Greeley, Colorado.
Additional or substituted members may be admitted to the Company as hereinafter
provided upon approval of all then existing members who are entitled to vote.Any new or
substituted member shall become a party to, and shall execute, this Agreement by
subscribing his name hereto in such manner as the managers shall direct.Any member may
resign from the Company at any time; however, such member's rights, liabilities and
obligations upon resignation shall be controlled by Colorado law and the terms and
conditions set forth within this Operating Agreement.
Section 2. Member meetings.An annual meeting of members shall not be required.
The managers of the Company may,however,call for an annual meeting from year to year
as they may deem necessary or advisable.The notice of any such annual meeting shall be in
writing mailed to each member at least ten, but not more than fifty, days prior to the
meeting date.Any such meeting shall be held at such time and place as the managers may
designate in the notice of meeting.Special meetings of members may be called at any time
or times by a Company manager, or by at least one-half of the then members who are
eligible to vote. Written notice stating the time and place of the special meeting and the
purpose for which the meeting is called shall be delivered not less than ten days nor more
than fifty days before the date of the meeting, either personally or by mail, by or at the
direction of any manager or person calling the meeting to each member of record entitled to
vote at such meeting.
Section q. Waiver of notice.Any member shall be deemed to have waived notice of
any meeting if he or she attends such meeting; such attendance shall further constitute a
2
waiver of any objection to lack of notice or defective notice unless such objection is stated at
the outset of such meeting.
Section 4.Action by members without a meeting.Any actions required or permitted
to be taken at a meeting of members may be taken without a meeting if the action is
evidenced by one or more written consents describing the action taken, signed by each
member entitled to vote and delivered to the managers of the Company for inclusion in the
minutes or for filing with the Company records.
Section 5. Voting. Each member shall be entitled to vote, based upon his or her
percentage capital interest in the Company,in person or by proxy,in regard to all actions or
matters requiring the vote of the members. For purposes of simplicity and convenience,
each member shall be deemed to possess that number of votes which equals his/her/its
percentage capital interest, rounded to the nearest whole number. Thus, a member
possessing a capital interest of 37.1o% shall have 37 votes, while a member possessing a
4.6o capital interest shall have 5 votes. A majority of the members entitled to vote shall
constitute a quorum at any meeting of members. If a quorum is present, unless a greater
vote is required by terms of this Agreement,the affirmative vote of the majority m interest
of the members represented at the meeting and entitled to vote on the subject matter shall
be the act of the members. If the members have signed a consent to any action without a
meeting,such consent shall constitute the vote of such member's interest in the Company in
the manner described in such consent.
Section 6.Member right to information and accounting.Any member shall have the
right at reasonable times to inspect and copy any and all records pertaining to the
Company. including,but not limited to,tax records and tax returns, minutes of meetings,
bank records and any contracts or other documents creating legal relationships between
members and the Company, or the Company and third parties.
Section 7. Grant of power of attorney. Each member of the Company hereby
appoints the managers (or any one of the managers) of the Company as his/her special
attorney-in-fact to: do all ministerial acts and things incident to ownership,development,
purchase, sale and exchange of the Company property; do all acts and things necessary to
supervise and execute any decisions made by the members; and do and carry out all things
and actions required or authorized to be done by the managers on the members'behalf as
set forth in this Operating Agreement. This special power of attorney is coupled with an
interest in property and is irrevocable, and shall survive the death or incapacity of any
member. All of the members shall, upon request of the managers, execute a written
instrument which evidences this grant of authority.
3
ARTICLE III
Membership Certification and Transfer Restrictions
Section I. Membership certification.The ownership interest of each member shall be
evidenced by a "Certification of Ownership Interest" which shall be appended to this
Operating Agreement as Exhibit A. Such Certification shall be updated whenever there is
any change in membership or ownership interests. Upon the demand of any member,the
managers shall furnish a separate "Certificate of Ownership" (as depicted in Exhibit B
hereto) to the requesting member. The managers shall issue a new Certificate to any
member who currently holds a Certificate and whose interest in the Company has changed.
Only voting members may receive Certificates of Ownership.Any transferee who does not
become a member,as hereinafter provided,shall have his interest in the Company reflected
in the Certification of Ownership Interest in such manner as the managers may elect.In al]
events,the record of membership and transferee interests as reflected in the most recently
executed Certification of Ownership Interest, as attached to this Operating Agreement as
Exhibit A,shall control and shall constitute binding evidence as to the units(percentage)of
interest of all members in the Company.
Section 2.Transfers in general.Except as hereinafter expressly provided,in Section
8,members may not sell,assign,encumber,transfer,gift,bequeath or otherwise dispose of
their membership interest in the Company except with the unanimous prior consent of the
members. Any member who is an entity, rather than an individual, shall be deemed to be
transferring its interest in the Company at any time that such entity's controlling
shareholder(s)or partner(s),etc.,make subsequent transfers of their interests which results
in said owners having less than a 50% remaining ownership interest in such entity.
Section 3.Transfers by gift or bequest.Any member may sell,assign,gift or bequeath
his/her interest in the Company to any of his/her siblings or lineal descendants, or to
his/her spouse if such spouse is already a member of the Company, at any time without
consent.A member may also transfer his/her interest to an inter-vivos trust,or bequeath to
a testamentary trust, in compliance with this Section if such trust does or will eventually
distribute its corpus to or for the benefit of any one or more of the persons herein
designated as permissible donees/legatees. Any such sale, assignment or gift shall be in
writing (or shall be evidenced by a writing), a copy of which must be delivered to the
managers of the Company within fifteen days following the date of execution of such sale,
assignment or gift.In the case of a transfer by bequest or intestate succession,the personal
representative or administrator of the deceased member's estate(or his trustee)shall notify
the Company managers in writing of the fact of such transfer, and shall include therewith
documentary evidence of the entitlement of the transferee to the interest so transferred.The
donee or legatee of any such gift or bequest who is not already a member of the Company
shall not thereby become a member of the Company except as provided in the subsequent
provisions of this ARTICLE.
4
Section 4. Right of first refusal.Any member who desires to sell or assign his or her
interest in the Company to any person shall comply with the following provisions of this
Section:
a. The selling member shall first offer his interest to the Company and the
remaining members on the same terms, and at the same price,for which a purchaser has
offered to buy the seller's interest, or upon the price and terms for which the selling
member intends to dispose of the interest,whichever is applicable.A selling member shall,
upon request of any member,produce for verification the name and address of the person
or entity to whom they intend to sell their interest.
b. The Company shall have a first right of refusal, exercisable within thirty
(30) days of the date of its receipt of written notice of proposed sale from the selling
member. If the Company fails to exercise its option, the remaining members shall, on a
basis pro rata to their capital interests or on a basis pro-rata to the capital interests of those
remaining members exercising their right of first refusal,have the right to exercise a right of
first refusal to purchase all (but not less than all) of the interest sought to be sold by the
selling member.If any member declines to exercise his or her pro rata share of any option to
purchase within the time permitted.the remaining members shall have the right to exercise
the declining member's option in the proportion which each member's Company percentage
interest bears to the total percentage interests of those desiring to exercise the option,or in
such other proportions as may be agreed upon by the members exercising their option.
c. Each member exercise of a right of first refusal must be in writing and must
occur within thirty(30)days after the Company has given written notice of its declination to
exercise its option,or within thirty(30) days after the expiration of the Company's option
period, whichever first occurs. If a member subsequently declines to exercise his or her
option, then the remaining members shall have thirty(30)days from the date of notice of
such declination, or from the expiration of the member option period, as appropriate,
within which to exercise their default options.
d. If less than all of the selling member's interest in the Company shall be
spoken for pursuant to the options granted hereinabove,he or she may dispose of his or her
interest to the third party purchaser(transferee)on those terms and conditions,and for the
price, as set forth in the notice described in sub-section a. above. Except as otherwise
provided in this Agreement,the transferee shall not become a member of the Company,but
rather shall be deemed to be an assignee only of the selling member's interest. The
transferee shall be entitled to receive, as of the effective date of the transfer, only those
allocations and distributions which are attributable to the selling member's interest from
and after the date of transfer.
e. The terms of any sale or other transfer shall not violate any provisions of
this Agreement, and all required notices and copies of transfer documents must be
delivered to the Company managers as set forth herein.
5
Section tj. Methods of obtaining membership.Any transferee of a member's interest
in the Company shall be granted member status,or may acquire member status, in one of
the following ways:
a.Prior to consummating any transfer of his or her interest to any person, or
prior to making any transfer, gift or bequest of his or her interest to any person who is not
already a member of the company, the disposing member may petition the Company for
formal approval of the sale, transfer, gift, assignment, etc. Provided that all of the other
then existing members vote to approve such transfer, assignment, gift, bequest, etc., the
transferee or assignee shall receive and be entitled to exercise all of the rights and privileges
of the disposing member, including (in the case of a non-member) membership in the
Company and the right to vote. If the existing members do not approve the transfer or
assignment,then the result of any such transfer shall be that the transferee or assignee does
not become a member of the Company, and shall be entitled only to the share of Company
profits, income and distributions that the disposing member would have been entitled to
pursuant to the Operating Agreement or any contract with the Company.
b. If a member sells,assigns,gifts or bequeaths all or any portion of his or her
interest in the Company to a person or entity who is already a voting member, then the
transferee shall continue to be a member with respect to the entire interest he owns
following the transfer in question.
c. If, without obtaining prior consent to membership as provided in
subsection(a) above, a member sells, assigns,gifts or bequeaths his or her interest to any
person who is not already a member of the Company,such sale,assignment,gift or bequest
shall none-the-less carry with it full membership rights, unless within thirty (30) days
following the date of actual notice of the transfer to any other existing member such
member objects in writing. If a notice of objection is timely given, the transferee shall not
become a member unless and until the other members (including the objecting member)
vote unanimously to accept the transferee as a member.
d. In all events, no person or entity shall be admitted as a member without
first complying with all requirements of this Operating Agreement.Any new member shall
be bound by the terms of this Agreement and shall subscribe his or her name to this
Agreement in such manner as the managers shall specify.
Section 6. Restrictions specifically enforceable.Recognizing the relationship between
all of the members and the values and virtues of such commonality of ownership, each
member of the Company hereby acknowledges the reasonableness of the restrictions on any
form of transfer of membership interests imposed by this Operating Agreement.
Accordingly,such restrictions shall be specifically and legally enforceable by any member of
the Company. Furthermore, a legend shall appear on all issued Certificates of Ownership
noting that their transfer or assignment is subject to the restrictions contained within this
Operating Agreement.
6
Section 7. Disposing member bound.Any member who disposes of his or her interest
in the Company shall not be relieved of any contractual or statutory duties that he or she
may owe the Company at the time of transfer or assignment unless the other members shall
unanimously consent to any release or assignment of such obligations.
Section 8. Buy/Sell Agreements. Attached hereto is Exhibit B,which the members
agree shall be enforceable separate and apart,and not withstanding the other terms of this
Article III.
ARTICLE W
Management
Section t. Management of Company business. The business and affairs of the
Company shall be managed exclusively by its manager or managers. Such manager (the
term"manager"referring to one or more managers)shall have full and complete authority,
power and discretion to manage and control the business, affairs and properties of the
Company,to make all decisions regarding those matters and to perform any and all of the
Company's business in such manner as the managers shall deem to be in the best interests
of the members.At any time when there is more than one manager,any one manager may
take any action permitted to be taken by the managers, unless the approval of more than
one of the managers is expressly required by this Operating Agreement or by state law.
Section 2.Majority to control.When more than one manager is serving,all decisions
shall be by majority vote (or joint vote if only two managers are serving); however, in the
manner hereinafter described, the other managers may delegate to any one manager any
powers or authority that they deem appropriate,including,but not limited to,the power to
disburse Company funds, or the power to make contracts with members or third parties.
Any such delegation shall not relieve the remaining managers of any responsibilities or
liabilities imposed by law or by this Operating Agreement.
Section 3. Initial managers. The initial managers of the Company are Steven M.
White and Wayne D. Crabtree, who shall serve as managers until his or her death,
incapacity,resignation or removal as hereinafter provided.Managers need not be a member
of the Company. The existing manager or managers may also appoint an additional
manager or managers from time to time,provided that no more than three managers are
serving at any one time. In the event of death,incapacity,resignation,or removal of either
Steven M.White or Wayne D. Crabtree,the other(s) may serve as manager(s).
Section 4. Management vacancies. The members may act at any time to elect an
additional manager or managers by majority vote;however,as long as one manager is left,
such vacancy need not be filled unless the members so desire.If a vacancy is filled,then the
appointed manager shall serve until his/her death, resignation or removal. If there are no
co-managers, the members shall, by a majority vote, elect a manager or managers to
7
continue the operation of the Company until its termination or liquidation as hereinafter
provided. Such elected manager(s) need not be a member of the Company.
Section 5. Removal of managers. Removal of the initial managers may occur only in
accordance with the following provisions of this Section 5:
a.The initial managers shall continue to serve as a managers of the Company
for the period stated in Sections 3 and 4 above unless they shall be removed by the other
members upon a clear and specific showing that: (i)he/she has,without authority from or
ratification by the other members, knowingly and deliberately acted in violation of the
authority and powers granted to him/her under this Operating Agreement or the Articles of
Organization;or(ii)he/she has,due to age,disease or other disability,become incapable of
managing the affairs of the Company, and his/her attending physician, or a physician
selected by the membership, has certified in writing to such facts; or (iii) he/she has
committed a willful breach of his fiduciary duties to the remaining members, and notice of
such violation was given to such manager by the other managers or any member or
members in writing and he/she has failed within a period of thirty days thereafter to
correct, rectify or otherwise satisfactorily address the violation. Removal of an initial
manager may occur only upon the unanimous vote the members then entitled to vote,
excluding any manager/member who is the subject of removal.
b.Any co-manager appointed by the initial manager(s)may be removed at any
time with or without cause by the initial manager(s). Any manager or co-manager other
than the initial managers may also be removed at any time with or without cause by the vote
of 60% in interest of the members then entitled to vote, excluding any manager/member
who is the subject of removal.
c. In the event of the removal of both initial managers, or if neither of the
initial managers is serving, he/she shall be succeeded by a manager or co-managers to be
elected by vote of a majority in interest of the remaining members then entitled to vote.
However, no more than three co-managers shall be elected to serve at any one time.
Section 6. Manager authority and powers. The managers shall have all powers and
authority necessary and incident to the full and comprehensive management of the
Company. This authorization shall include the power to purchase, sell, exchange and
redeem any obligations or securities of the United States or any of its agencies,any state or
agencies thereof, and any other government or municipality. The managers may also:
acquire, sell, convey, encumber, divide or subdivide,develop and exchange real property;
establish and write checks on all types of bank accounts in the Company name, wherever
located; employ accountants, attorneys and other professionals as the managers deem
necessary and advisable in carrying out the objectives of the Company; make and/or enter
into any contracts or other agreements among themselves or with outside parties, and
enforce such agreements by whatever means necessary; do all other acts as may be
necessary or appropriate to the conduct of the Company business.
8
Section 7. No member management. The members,in their capacity as such,shall
have no right or authority to participate in the management of the Company.Accordingly,
no debt or obligation shall be contracted,or liability incurred,on behalf of the Company by
any member except with the written direction and consent of the managers.
Section 8. Managers may delegate.The managers may delegate to each other,or to
any one of them, such duties and responsibilities for the day-to-day management of the
Company's affairs as are deemed appropriate.Such delegation may be oral and informal,or
may be reduced to writing as the managers elect. However, unless specific contract
authority has been delegated in writing to one or more managers,Steven M.White and
Wayne D. Crabtree must approve any contract or other obligation to be incurred by the
Company if such obligation would or could cause the Company to incur total expense or
liability in excess of $1,000.00. Notwithstanding this restriction, the signature of one or
more managers shall be binding on the Company with respect to any contract or debt
incurred to any third party. The managers may also, at any time or times, retain and
compensate professional investment counsel of the managers'choice with regard to assets
owned by the Company. If investment counsel is retained, the managers may rely on and
abide by the advice and recommendation of such counsel.While such investment counsel is
employed,the managers shall not be required to conduct their own independent reviews of
Company investments or strategies,and they need not take any action with respect to such
investments unless given written directions by such counsel.The managers may discharge
any investment counsel at any time without cause.
Section q. Compensation of managers. The Company shall pay such reasonable
compensation to one or more of the managers as the members may designate from time to
time. All manager compensation arrangements shall be in a writing signed by all of the
members.A copy of such agreement shall be made available to all members for their review
at any annual meeting of members or at any other time upon request. Managers shall also
be entitled to reimbursement for expenses properly and reasonably incurred in carrying out
their responsibilities on behalf of the Company. Periodic expense vouchers shall be
submitted by any manager requesting reimbursement.A majority of members may approve
such reimbursement, or if there be no other managers, then the manager incurring
expenses may reimburse himself.The members,by a vote of 51%of the interests entitled to
vote (excluding the affected manager[s]), may disapprove any manager compensation
agreement or expense reimbursement. In such event, the members and the manager(s)
shall negotiate in good faith to resolve the dispute. If resolution is not achieved within 30
days of the date of the vote, then the issue shall be arbitrated in the manner provided in
Section 3 of ARTICLE VIII.
Section 10. No manager liability.The managers shall at all times exercise their best
business judgment and management skill in dealing with the Company's affairs and
property. Except upon a showing that a manager acted in bad faith,with gross negligence,
or with fraudulent intent,no manager shall have any liability whatsoever to the Company or
to any individual member or such member's successors or assigns on account of any
decisions made, or any transactions entered into, on behalf of the Company. Nor shall the
9
managers have or incur any such liability or responsibility with respect to any decisions
made or actions taken by third party investment counsel, provided such counsel was
selected by the managers with reasonable care and in good faith.
ARTICLE V
Distributions and Finance
Section 1. Initial capital contributions.The initial capital contributions of the initial
members may be in any form agreed upon by them,including cash,property or services,or
a promissory note or other obligation to contribute cash or property or to perform services.
In any case where a member has received his interest by gift, such shall be deemed a
"contribution" for purposes of this ARTICLE. A "Certification of Ownership Interest"
reflecting the initial capital contributions and resulting units(percentages)of ownership of
all members is attached to this Operating Agreement as Exhibit A.The said Exhibit A shall
be updated by the managers to reflect any further or additional transfers or gifts of interests
in the Company.
Section 2. Capital Accounts. Separate capital accounts for members as contemplated
by Section 704(b)of the Internal Revenue Code of 1986 and Regulations thereunder shall
not be established or maintained unless the managers determine that such capital accounts
are necessary or appropriate to properly reflect the economic interests of the members of
the Company.All allocations of"tax consequences,"as hereinafter set forth,shall be on the
basis of member units(percentage)of ownership as set forth in Exhibit A.To the extent that
the Company subsequently elects to maintain member capital accounts,such accounts shall
be for general reference purposes only, and not for the purpose of allocating "tax
consequences"or determining any rights of members as among themselves.
Section q. Sharing of profits and losses. Unless otherwise required by the Internal
Revenue Code, profits, deductions, losses, credits (collectively"tax consequences") of the
Company shall be shared by and allocated to the members in proportion to the actual value
of each member's total capital units(percentage)of ownership as reflected on Exhibit A at
each year end. If any member's capital interest changes during the tax year, or if new
members acquire interests during the year, an appropriate proration shall be used to
account for such member's rightful share of tax consequences.The records of contribution
as reflected in Exhibit A,and as prepared by the Company manager(s)or accountant,shall
be the sole and conclusive reference as to such units (percentage) of ownership.
Section 4.Tax and financial accounting.All accounting for tax consequences,and all
other financial and tax accounting for the Company, shall be done in accordance with
generally accepted accounting standards and practices applicable to partnerships and
limited liability companies.Any disputes as to the correctness of any accountings shall be
addressed and,if possible, resolved by the CPA then retained to prepare the books and taxes
of the Company. If any member is dissatisfied with the resolution reached by the CPA,such
10
member may, at his or her own expense, retain another CPA to review the decision of the
Company CPA. If the Company CPA declines to amend his/her position based upon the
input of the reviewing CPA,then,upon the demand of the dissatisfied member,the issue(s)
shall be determined by arbitration in the manner provided in Section 3 of ARTICLE VIII.
Section 5. Sharing of distributions. Distributions of cash and other assets of the
Company shall be made solely in proportion to each member's units (percentage) of
ownership as reflected in Exhibit A. Appropriate prorations shall be made in the case of
mid-year transfers of member interest. Distributions of cash shall be made solely in the
discretion of the managers from time to time. However, the managers shall endeavor to
make a minimum cash distribution by March 31st of each year sufficient to cover the
individual income tax liability incurred by each member on account of his/her K-1 income.
The managers may also enter into agreements with the members whereby the members'
share of income in excess of their tax liability may be directly reinvested by the managers in
their discretion, either within the Company or by disbursing such funds to any other
investment account or entity in which the members have an interest. Nothing in this
Section shall be construed as in any way modifying the general fiduciary duties and
obligations that the managers have to the members under state law or common law.
Section 6. No distribution upon resignation. Any member who resigns from
membership in the Company shall not then be entitled to receive the value of his/her
membership interest in the Company. The fair market value of the resigning member's
interest shall be distributed to such member,or his heirs or assigns,at the time and in the
manner as described in ARTICLE VI of this Operating Agreement. The managers may,
however,in their sole judgment and discretion,distribute the then fair market value of the
resigning member's interest,or any portion thereof,to the member in cash or in kind at any
time after such resignation but prior to final liquidation and dissolution of the Company as
provided in ARTICLE Vl.
Section 7. Banking and borrowing. The Company shall conduct all banking
operations through such banks or other financial institutions as the managers may
determine.If a single manager is acting,check writing authority shall be unlimited.If more
than one manager is acting,they may designate one or more of their number to hold check
writing authority,which authority may be limited or unlimited as they agree.The Company
may borrow funds,and carry aggregate debt,in unlimited amounts upon the initiative and
signature of Steven M. White and Robert R. Miner, or upon the signatures of all
managers as the managers may agree.
Section 8.Tax elections. The managers shall make and implement on behalf of the
Company and its members all decisions and elections under the federal and state tax laws
and regulations which pertain to partnerships and limited liability companies,including any
option or election to be taxed as a partnership. Steven M. White shall be the "Tax
Matters Partner"for the Company until farther action of the managers.If any valuations of
Company property are required for any tax or other purpose,the managers shall arrange for
such valuation or appraisal report as they deem appropriate.
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ARTICLE VI
Dissolution and Termination
Section i. Dissolution. The Company's existence shall terminate, and it shall be
dissolved, upon the occurrence of any of the following events:
a.When termination occurs pursuant to any event as set forth in the Colorado
Limited Liability Company Act, as amended.
b. When termination occurs in accordance with, or pursuant to, any
provisions of the Articles of Organization, as amended;
c.When a single remaining member elects to dissolve the Company,or when
all of the existing members entitled to vote shall unanimously agree to dissolve the
Company.
Upon the occurrence of any of the above events,the managers shall thereupon file all
appropriate statements of intent to dissolve with the Secretary of State, and thereafter
proceed with dissolution in the manner hereinafter specified.
Section 2.Winding up.liquidation and distribution of assets. 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 last accounting
period to the date of dissolution. The managers shall thereafter see that all final bills and
accounts are settled,whereupon the managers shall distribute the assets of the Company in
proportion to the members'units(percentage)of interest at date of dissolution.In making
such distribution, the date of dissolution value of the assets shall be as agreed to by the
members, or as determined by an independent appraiser to be selected by the manager.
Alternatively,the managers may,by majority vote of the members,proceed to sell the assets
of the Company in the open marketplace at the highest and best return,then distribute the
net sale proceeds to the members in final liquidation of their interests. Upon final
distribution of all assets, Articles of Dissolution shall be filed by the managers with the
Secretary of State.
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ARTICLE VII
Additional Powers and Limitations
Section 1. Member or manager may contract with Company. Any member or
manager of the Company may lend money to, borrow money from, act as surety for, and
transact any other business with the Company and, subject to other applicable law, shall
have the same rights and obligations with respect thereto as a person who is not a member
or manager;except that this section shall not be construed to relieve a manager from any of
his duties as specified in this Operating Agreement.
Section 2. Heirs, successors and assigns. Each and all of the covenants, terms,
provisions and agreements herein contained shall be binding upon and inure to the benefit
of the parties hereto and, to the extent permitted by this Operating Agreement, their
respective heirs, legal representatives,successors and assigns.
Section 3. Complete Agreement.This Agreement shall constitute the complete and
entire agreement between the members and between the members and the managers with
respect to all items and issues herein addressed. There are no other or additional oral or
written agreements between the parties,and no member or manager shall so contend.This
provision shall not prevent a manager (or any member) from entering into appropriate
written compensation agreements with respect to actual services rendered to the Company.
Section 4. Withdrawal of members: waiver of partition. No member shall, either
directly or indirectly,take any action to require partition of apportionment of the Company
or any of its assets or property or cause the sale of any Company property (except as
otherwise authorized herein), and each member, his heirs, successors and assigns hereby
irrevocably waives any and all rights to maintain any action for partition or to compel any
sale with respect to his Company interest, or with respect to any assets of the Company,
except as expressly provided in this Agreement.
ARTICLE VIII
Miscellaneous
Section 1. Amendments.The members shall have the power to make amendments to
this Operating Agreement,or repeal this Agreement and adopt a new Agreement,by vote of
the members owning at least 51%interest in the Company at any meeting of members or at
any special meeting called for that purpose. All amendments shall be in a writing to be
appended to this Operating Agreement,the same to be subscribed to by all members.
Section 2. Binding effect of minutes and resolutions. Any decisions and/or
resolutions as may subsequently be adopted by the managers and/or members,and which
13
may be set forth in the Company minute records,shall be fully enforceable and binding as if
made a part of this Operating Agreement and until sooner repealed or modified.
Section 3. Arbitration of disputes. Any disputes arising under or in regard to any
provisions of this Operating Agreement shall be submitted to a single arbitrator who shall
be either an attorney at law, or a certified public accountant. The decision of such person
shall be binding on all members and managers.If the members and managers cannot agree
within thirty days as to the selection of an arbitrator,then the dispute shall be arbitrated by
a panel of three arbitrators in accordance with the rules of the American Arbitration
Association. Any arbitrator or panel of arbitrators shall have the authority and discretion
upon the request of any party to award costs and fees of the proceeding against the non
prevailing party or parties.
The undersigned hereby agree,acknowledge and certify that the foregoing Operating
Agreement,consisting of 14 pages,including the new member signature page,but excluding
the attached Exhibits,constitutes the Operating Agreement of 5990 L.L.C.,the same being
adopted and approved by the members of the Company as of the date above first written.
5990 L.L.C MEMBERS:
By: %1 / 3-Go o Co
m r
By; c)(,.
Me er
3 --a ,a6
By: .i
Member
14
MINUTES OF MEETING OF THE MEMBERS OF
5990,L. L. C.
A meeting of the members of the above named Colorado limited liability company was
held March 20, 2006,at 9:00 AM, at 7257 West 4th Street, Greeley, Colorado 80634.
This was the initial meeting of the members of the LLC.
Wayne B. Crabtree acted as chairperson, and John P. Donley acted as Secretary of the
meeting. The chairperson called the meeting to order.
The members present at the meeting were: R Robert Miner, Steven M White, and Wayne
D. Crabtree.
After discussion, on motion duly made and carried by the affirmative vote of all of the
members, the following resolutions were adopted:
1. The fiscal year of the LLC shall begin on January 1 and end on December 31
in each year.
2. The operating agreement as presented shall be the operating agreement for the
LLC.
3. The managers are authorized to enter into an agreement to purchase the assets
of RAFFERTY'S INC. for the sum of$1.5 million.
4. The managers are authorized to apply for a liquor license and to do all things
necessary to comply with the laws related thereto.
The record shall note that each member contributed to the sum of$150,000 as their initial
contribution and that they each own 33 1/3 percent of the LLC as their"membership
interest." The contribution shall be in cash, property, or services rendered, or in the form
of a promissory note payable to the LLC for a term certain and at a stated interest rate
with payments to be made monthly there on or at such other time as the members may
approve.
There being no further business,the meeting was adjourned on a motion duly made and
carried.
Date: 3 aO-o6
M __... E B
MEMBER
BUY-SELL AGREEMENT
This Buy-Sell Agreement, "Agreement", is made this day of
, 2006 by and between, R.Robert Miner, Stephen M. White,
and Wayne D. Crabtree, "Members" in 5990, L. L. C., "the LLC".
RECITALS
A The LLC has three Units outstanding,one Unit owned by each Member.
B. The Members believe it desirable and in their mutual best interest to restrict and limit
the transfer of the Units. The relationship and duties of Member Wayne D. Crabtree are
so unique as to require that special attention be directed to his ability to transfer his unit,
either voluntarily or involuntarily.
NOW I LILREFORE,in consideration of the mutual covenants,promises and
agreements of the parties hereto,the Parties do hereby covenant, promise and agree as
follows:
Article I.The Operating Agreement of the LLC, adopted March 20, 2006 contains in
Article III,Transfer Restrictions,which Article is incorporated by reference herein in its
entirety. It is the intent of this Agreement that it be read and enforced in conjunction with
Article III of the Operating Agreement Furthermore if any provision of this Agreement
is held by a court of competent jurisdiction to be invalid, illegal or unenforceable, such
invalidity, illegality or unenforceability shall not affect any of the other provisions of this
Agreement.
Article II. Not less than annually before the first day of April in each year hereafter,the
Members, after a review of the prior years operation,current financial status, and income
tax liability of the LLC, shall set a Stated Value of the LLC for the next year,and divide
it by three to determine the Stated Value of a Member's Interest for the next ensuing
year.
Article III. Death,Resignation, or Disability of Member Crabtree Within Three
Years of the Date of This Agreement.
Not withstanding the terms of Article V Section 6 of the Operating Agreement governing
the resignation of a Member,with reference to Article VI,and in lieu thereof,in the event
that Member Crabtree dies, tenders his resignation,or becomes disabled at anytime
within three years of the date of this Agreement,the following terms and conditions shall
control both the amount due him for his Interest and how it is to be paid.
A.If Member Crabtree dies, resigns,or becomes disabled he shall receive the sum
$10,000 from the LLC as full value for his Member's Interest, which Member
Crabtree hereby agrees to accept,regardless of the value of his Capital Account as
referred to in Article V Section 2 of the Operating Agreement or Stated Value of
1
the LLC. That sum shall be paid in cash or by check within 60 days of the date of
the death, resignation,or disability. This sum shall not be subject to any claims of
offset by the LLC,except in the case of theft of any kind from the LLC.
1. Resignation,for purposes of the Agreement, shall mean either, a)
notice to the LLC of Member Crabtree's resignation,implied by his refusal
without reasonable cause to show up for work for three consecutive days, or b)
expressed resignation,orally or in writing. Example: Member Crabtree telling
any other Member, "I quit", or leaving a notice of his resignation in writing.
2. Disability, for purposes of this Agreement, shall mean an illness,
injury,or other physical or mental condition,occurring and continuing for a
period of one month from the commencement of the condition. Member Crabtree
shall considered disabled if he is unable to perform during such period
substantially the obligations he performs in his capacity as a Manager, specifically
overseeing the day-to-day operations of the bar and restaurant known as
Rafferty's. Whether he is disabled as referred to herein shall, in their sole
discretion,be decided by the other Members of the LLC. Notice of their decision
shall be delivered in writing to Member Crabtree.
3. The LLC reserves the right upon unanimous vote of the two other
Members to increase the sums due Member Crabtree hereunder.
Article IV. Death,Resignation, or Disability of Member Crabtree After Three
Years from the Date of This Agreement.
The parties agree that three years from the date thereof a new BUY-SELL
AGREEMENT will be drafted,reflecting the status of the Members relationship,the
financial status of the LLC and the Members view of their mutual best interest, setting the
value of the Member's Interest and the terms of payment in the event of death,
resignation or disability. Until such time as a new BUY-SELL AGREEMENT is
executed,the value of Member Crabtree's Interest shall be that sum reflected in his
Capital Account for purposes of determining what he is due in the event of his death,
resignation or disability. Said sum shall be payable as follows: 1/3 shall be due in cash
within 60 days of the event,the balance shall be paid in two equal annual installments
with interest thereon at 6 percent per annum,due on the anniversary date of the first
installment. The LLC shall have the option of accelerating these payments.
Article V. Death, Resignation,or Disability of Members Miner or White.
A. The definitions of resignation or disability have heretofore been defined.
B. Upon the death,resignation or disability of Member Miner or Member White,
the LLC shall purchase and the Member or his personal representative shall sell all of the
Member's Interest in the LLC owned by the Member at the time of his death,resignation
or disability. A Closing Date shall occur within 90 days of the date of death,resignation
2
or disability. The LLC shall purchase the Member's Interest at the highest of either the
amount of the Stated Value as defined herein in Article II or the Book Value. Book
Value shall be determined in accordance with generally accepted accounting principles
applied in a consistent manner by the independent accountant at the time examining the
books of the LLC. Any determination made by that accountant shall for the purposes of
this agreement the final, binding and conclusive upon each of the Parties hereto. The
accountant shall use cash basis accounting principles in determining Book Value.
C. Book Value for all purposes herein as related to death,resignation or disability,
shall be computed and determined as of the end of the month immediately preceding the
month in which either the death,resignation or disability shall have occurred.
D. The amount determined to be due shall be paid as follows: 25 percent of the
amount due for the Member's Interest shall be paid on the Closing Date,which shall in
no event be more than 90 days from the date of death,resignation or disability. The
remainder of the amount due shall be represented by a promissory note,obligating the
LLC,to pay in three equal annual installments, with interest thereon at 6 percent per
annum, due on the subsequent anniversary dates of the first installment.
E. On the Closing Date the Member's Certificate, showing the number of Units
owned by the Member shall be transferred and delivered to the LLC,properly and
endorsed.
Article VI. Mandatory Buyout of Member Crabtree's Interest
A. At anytime within three years of the date thereof, for any reason, with or
without cause,the LLC shall have the absolute right, upon the giving of written notice,
terminating Member Crabtree's Managerial status, and notifying Member Crabtree that
the LLC intends to purchase Member Crabtree's interest in the LLC for the sum of
$10,000 cash. The sum shall be due and payable not more than 30 days after the written
notice described above has been tendered to Member Crabtree. Notice shall deemed to
have been given when said notice is deposited in the U.S. mail,postage prepaid,
addressed to the last known address of the Member Crabtree's personal residence.
Article VII. Miscellaneous
A. The Parties acknowledge that Member Crabtree executed his promissory note,
payable to the LLC in consideration for the purchase of his Interest in the LLC. Further,
that it is in the interest of the Parties that Member Crabtree reduced the amount due by
periodic payments of principal and interest, coinciding with anticipated performance
bonuses due Member Crabtree during the course of his acting as Manager. Said
payments shall be credited to Member Crabtree's Capital Account,and in the event of his
death, resignation or disability,and upon transfer of his Interest in the LLC to the LLC,
that note shall be marked paid in full and delivered to him, at the time his certificate,
properly endorsed is delivered to the LLC.
3
B. Refusal to comply with the terms of this Agreement by either Member Miner
or Member White shall be construed as an act denoting a desire to terminate the LLC,
thereby automatically invoking the terms of Article VI of the Operating Agreement.
C. All notices,offers,acceptances,or other acts under this Agreement shall be in
writing and shall be deemed to have been duly given when deposited in the U.S. mail,
postage prepaid, addressed to the Members last known personal residence.
D.Each of the Parties hereto agrees to take or cause to be taken further actions,to
execute and deliver or cause to be executed and delivered such further instruments and to
use his or her best efforts to obtain such requisite consents as any other party may from
time to time reasonably request in order to fully effectuate the purposes,terms and
conditions of this agreement.
E.This Agreement shall be construed and enforced in accordance with, and the
rights of the Parties shall be governed by,the laws of the state of Colorado.
F. In the event of a breach of this Agreement, any non breaching Parties hereto
may maintain an action for specific performance against the Party or Parties hereto or
alleged to have breached any of the terms,conditions,representations,warranties or
Agreements herein contained and it is further agreed that no objection to the form of
action in any proceeding for specific performance of this Agreement shall be raised by
any party hereto so that such specific performance of this Agreement may not be obtained
by the aggrieved Party. Nothing contained herein shall be construed to limit in any
manner whatsoever any other rights or remedies and aggrieved Party may have by virtue
of any breach of this Agreement.
In witness whereof,the Parties have hereunto affixed their signatures to this agreement
this day of ,2006.
R. Robert Miner,Member
Stephen M. White, Member
Wayne the Crabtree,Member
4
AGREEMENT FOR PURCHASE OF STOCK
This Agreement for Purchase of Stock (Agreement)is made this 3r° day of March
2006, by and between Donald G. Edick and William J. Ramaglia, (Sellers),and R. Robert
Miner and Steven M. White (Buyers).
RECITALS
By this Agreement,Sellers sell and Buyers purchases all of Sellers stock in
Rafferty's,Inc.,a Colorado Corporation.
ARTICLE I
DEFINITIONS
The following terms shall have the meanings set forth below.
1.1 "Real Estate"means the land described on Exhibit A, attached hereto, and the
improvements constructed thereon.
1.2 "Property" means all the furniture, fixtures,personal property, inventory,
equipment, trade name and goodwill owned by the Corporation, or if not owned, acquired
by adverse possession, leased or used by the Corporation in running the restaurant and
bar under the name,Rafferty's.
1.3 "Closing Date" means April 3rd,2006 or the date on which closing occurs.
"Closing" means the event whereby the stock owned by the Sellers is transferred on the
stock record book of the Corporation.
1.4 "Due Diligence"means a period of time commencing on the date this
agreement or any all-inclusive counterproposal is signed by the accepting party and
expiring at noon on the 20th day following final execution of this Agreement.
1.5 "Service Contracts" mean all the written agreements pursuant to which goods,
services, or supplies are sold or furnished to the Corporation.
ARTICLE II
PURCHASE PRICE
2.1 Buyers agree to pay the sum of$1,500,000 for the stock owned by Sellers,
and,
2.2 A separate sum certain to be determined for the actual invoice cost of the food
and beverage inventory all in hand as of the date of closing. A final inventory shall be
taken on a date mutually agreeable to the parties.
2.3 Sellers acknowledge the receipt of the sum of$15,000 as earnest money. This
Vcisum shall be deposited with the title company and credited to Buyers at closing. Failure
i( of Buyers to close will result in a forfeiture of the earnest money to Sellers.
Y 2.4 The sum called for to be paid will be paid in Certified funds. The exact sum
will be determined by Sellers accountant utilizing the title company's closing statement.
1
ARTICLE III
CONDITIONS AND DUE DILIGENCE PERIOD
3.1 Buyers shall have 20 days as defined above to complete its due diligence
review.
3.2 Within ten days of execution of this Agreement Sellers will furnish at Sellers
expense, Buyers with the following:
a. A title opinion from Transnation Title Insurance Company covering the
Real Property described in Exhibit A, attached hereto, said commitment to be for an
ALTA Form B policy, including copies of underlying exception documents.
3.3 Within 18 days of execution of this Agreement, Sellers will provide Buyers
with the following:
a. Copies of recent surveys.
b. Copies of recent Phase 1 Environmental Site Assessment.
c. Full and complete copies of books, financial statements or monthly
operating statements for the period October 1, 2005 through January 31, 2006.
d. Copies of the corporate bylaws and minutes of Board of Directors and
stockholders meetings authorizing this transaction.
e. A certificate in good standing for the Corporation from the Secretary of
State's office for the state of Colorado.
f. Copies of all insurance policies in force insuring the Corporation.
g. A list of all known claims,unresolved disputes,pending litigation,or
demands of whatsoever kind or nature pending against the Corporation. This excludes
wage claims, wages due, inventory purchases, etc., incurred in the ordinary course of
business.
h.A list of Service Contracts and copies thereof if available pertaining to
any continuing liability extending after closing.
3.4 Buyers acknowledge that Buyers will have the due diligence period to inspect
the Real Estate and Property or cause an inspection thereof to be made on Buyer's behalf
and it is understood and agreed that neither Sellers nor any person acting or purporting to
act for Seller has made or now makes any representation as to the physical condition
(latent or patent or otherwise), income, expense, operation, or any other matter of thing
affecting or relating to the Real Estate or Property,except as herein specifically set forth.
3.5 No later than the expiration of the due diligence period, Buyers shall give the
Sellers written notice ( "buyers title notice") of any title exceptions which are contained
in the title commitment and which are not permitted exceptions. Failure by Buyers to
give buyers title notice (or to object to any matter referenced in the title commitment) to
Sellers on or before said due date shall constitute Buyers final and irrevocable approval
of the condition of title(and to any such other objected to matter) in and to the Real
Estate. If buyers' title notice shall be timely given, Sellers shall have ten days to remove,
correct, cure or satisfy any title exceptions that were identified in buyers' title notice as
not being permitted exceptions, it being nevertheless agreed that Sellers shall have no
obligation to undertake any action or to incur any expense in order to effectuate any such
removal, correction, cure or satisfaction (except that notwithstanding the foregoing)
2
Sellers shall be required to remove or discharge any fee mortgages or deeds of trust, as
well as any other liens in an ascertainable dollar amount created by Sellers,and it also
being agreed that any attempt by Sellers to cure shall not be construed as an admission by
Sellers that such object is one that would give Buyers the right to cancel this agreement.
In the event that Sellers elect not to attempt to remove, correct, cure or satisfy the matters
raised in buyers title notice, or if having elected to do so,does not do so within the time
allotted, any such removal, correction, cure or satisfaction as aforesaid(hereinafter called
"title correction"), then Buyers shall have the right at their option either (a)to terminate
this Agreement, in which event the Deposit shall be returned to Buyers and neither party
shall thereafter have any further liability hereunder,or(b)to accept such title as is
disclosed by the title commitment without title correction and without any reduction to
the purchase price, thereby waiving any rights against Sellers with respect thereto. Said
election shall be made by Buyers within five days following Buyers written notification
by Sellers that Sellers have not effectuated (or have elected not to effectuate) title
correction. In the event that Sellers (EVEN UNDER NO DUTY TO DO SO) shall
undertake title correction as aforesaid, and shall be successful, this Agreement shall
continue in full force and effect and Buyers shall close the transaction, contemplated
hereby in accordance with the terms hereof. In the event that Sellers shall only be
partially successful in obtaining title correction,Buyers shall have the same alternative
rights as Buyers would have in the event Sellers had declined to seek title correction (as
set forth above). Buyers shall make its election within five days after Buyers receipt of
written notice from seller to Buyers of the extent to which title has been corrected.
ARTICLE IV
REPRESENTATION AND WARRANTIES
4.1 Representations and Warranties of Sellers:
a. Sellers have full legal power and authority to enter into this Agreement
and perform this Agreement in accordance with its terms. This Agreement by the
Closing Date, if not sooner as called for herein,will have been properly authorized by all
necessary corporate action on behalf of and in support of Sellers. Sellers and Rafferty's
Inc. are not in violation of any agreement, obligation,judgment,contract, law, or
regulation to any materially to any material extent that would materially affect Sellers
ability to consununate this transaction.
b. Sellers are the sole owners of any outstanding stock in Rafferty, s Inc.
c. Except for Sellers warranties of ownership and title, everything
conveyed pursuant to this Agreement is transferred "as is", and no other warranties,
express or implied, are made.
d. All employees of Sellers and Rafferty's Inc.have been employed at will,
and no employee is a party to any employment contract or agreement. As of Closing,
3
4,92,
Sellers will have settled in full all wage claims, accrued but unpaid vacation benefits if
any, workers compensation claims if any, and any other demands for fringe benefits
incurred prior to the date of closing.
e. Subject to the usual and customary perorations incident to the transfer
of Real Estate and Property as intended herein, all accounts payable, employee based
taxes and Social Security taxes, income taxes, sales taxes, licensing fees or other
govenunental charges required to be paid with respect to Rafferty's Inc. and the operation
of Rafferty's Inc. up to the date of Closing are the obligations of Sellers and will be paid
in a timely manner.
4.2 Representations and Warranties of Buyers:
a.. Buyers agrees to accept the Real Estate and Property in an"as is"
condition and acknowledges that all other warranties, express or implied, are disclaimed
by Sellers, except as pertaining to the ownership of the Corporation and its assets.
ARTICLE V
MISCELLANEOUS
5.1 All receivables,charge accounts, bad checks etc.,are the property of Sellers
and are expressly not part of this transaction.
5.2 Effective as of the date of the execution of this Agreement, but subject to the
limitations stated below, Sellers shall indemnify,defend and hold harmless Buyers from
and against any claim, liability, obligation, loss, damage,assessment,judgment, costs,
expense, action, suit, proceeding or demand,of any kind or character(including without
limitation, reasonable attorney fees, expenses,costs and expenses reasonably incurred in
investigating, preparing or defending any litigation or claim) (collectively, a" claim"),
resulting from or attributable to: (1) any failure of Sellers to pay,perform, fulfill or
discharge any liability or other obligation related in any way to the Corporation, or
relating to any event or circumstance, arising prior to the Closing; or(2) the breach of by
Sellers any representation, warranty, covenant or agreement contained in this Agreement.
Buyers shall immediately give notice of any claim to Sellers, who shall have the option to
defend any claim at their sole expense. In the event Sellers elect to defend any claim,
Sellers shall not consent to the entry of judgment or to settle such claim without the prior
written consent of Buyers, which consent shall not be unreasonably withheld, unless
Buyers shall be released from all liability therefore. If Sellers do not elect to defend any
claim, or if a good-faith defense is not commenced with in within five days before the
end of the period during which a defense must be commenced in order for a defendant to
preserve its rights, Buyers shall be entitled to defend or settle such claim at the sole
expense of Seller and to collect by any means available said settlement or defense costs
and expenses as described above.
4
(15717
5.3 Buyers shall indemnify, defend, and hold harmless Sellers from and against
any claim resulting from ownership of the assets or operation of Rafferty's Inc. on or after
the Closing of this Agreement. This indemnification shall apply to any breach by Buyers
of any representations, warranty, covenant or agreement contained in this Agreement.
Sellers shall immediately give notice of any claim to Buyers, which shall have the option
to defend any claim at its sole expense. In the event Buyers elect to defend any claim,
Buyers shall not consent to the entry of judgment or settle such claim without the prior
written consent of Sellers, which consent shall not be unreasonably withheld, unless
Sellers shall be released from all liability therefore. If Buyers do not elect to defend any
claim, or if a good-faith defense is not commenced within five days before the end of the
period during which a defense must be commenced in order for a defendant to preserve
its rights, Sellers shall be entitled to defend or settle such claim at the sole expense of
Buyers and to collect by any means available said settlement or defense costs and
expenses as described above.
5.4 The parties hereby mutually agree that the closing date may be extended to the
first Monday in May 2006, which automatic extension may be required by the financial
institutions or other parties providing funds to the Buyers, or as may be necessary to
complete the obligations imposed on either the Sellers or the Buyers as contained in this
Agreement. The parties hereto mutually agree to cooperate in good-faith in the execution
of any documents necessary to accomplish this automatic extension.
5.5 Except as otherwise provided herein have each party shall bear its own costs
incurred by its in connection with this Agreement.
5.6 This Agreement may not be altered or amended, nor any rights or conditions
hereunder be waived, except by an instrument in writing executed by the party or parties
to be charged with such amendment or waiver. No waiver of any term, provision, or
condition in this Agreement, in any one or more instances, shall be deemed to be, or
construed as, a further or continuing waiver of any such term,provision or condition or
waiver of any other term,provision or condition of this Agreement.
5.7 No party may assign its rights or delegate its duties are obligations under this
Agreement without the prior written consent of the other party.
5.8 The headings of the articles of this Agreement are for convenience of
reference only and shall not limit or otherwise affect any of the terms or provisions of this
Agreement.
5.9 This Agreement shall be construed in accordance with, and governed by, the
laws of the state of Colorado.
5.10 This Agreement shall be binding upon, and shall inure to the benefit of the
parties hereto and their respective heirs, successors or assigns if any. Nothing contained
in this Agreement express or implied, is intended to confer upon any other person or
entity any benefits, rights or remedies whatsoever.
5.11 This Agreement, and the documents referred to herein, contain the entire
Agreement and understanding between the parties hereto and supersedes all prior
conversations, agreements, understandings, exchanges and representations by or between
the parties, whether written or verbal.
5 a
5.12 Any notice,request, instruction or other document to be given by either party
shall be in writing and delivered by certified mail, postage prepaid, addressed as follows:
Sellers: Donald G. Edick or William J. Ramaglia
5990 West 10th Street
Greeley, CO 80634
Buyers: R. Robert Miner and Steven M. White
7257 West 4th Street, Unit 3
Box 336506
Greeley, CO 80633
The parties to this Agreement have had the opportunity to be represented by legal
counsel, and in any construction or interpretation here of no presumption shall arise
against any party by virtue of its participation in the drafting hereof.
In Witness Whyleof, e parties hereby executed this Agreement.
Buyers ! �J 7,Z,06
Steven White, Member a e
/4 ?' s--- ?- 3.06
R. Robert Miner, Memb Date
Sellers: 1> 3- F-4
Don V G. Edick Date
�- 3/3/4
am . Ramaglia a e
6
EXHIBIT A
LEGAL DESCRIPTION:
Part of the N2 NE4 of S 9,T SN,R 66W, (TR 16)Exc..219A Hwy
And Exc. UPRR CO RES SITUS
STREET ADDRESS: 5990 w 10th St.,Greeley, CO 80634
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