Loading...
HomeMy WebLinkAbout20042555.tiff RESOLUTION RE: APPROVE APPLICATION FOR TRANSFER OF OWNERSHIP OF TAVERN LIQUOR LICENSE FROM TEODULA VARELA, INC., DBA TEO'S LOUNGE AND GRILL, TO SIPRES LOUNGE, INC., DBA SIPRES LOUNGE AND AUTHORIZE CHAIR TO SIGN - EXPIRES OCTOBER 11, 2005 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, Sipres Lounge, Inc., dba Sipres Lounge, presented to the Board of County Commissioners of Weld County, Colorado, an application for a Transfer of Ownership of a Tavern Liquor License for the sale of malt, vinous and spirituous liquors, said license previously held by Teodula Varela, Inc., dba Teo's Lounge and Grill, 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: 1490 Weld County Road 27 Brighton, Colorado 80603 WHEREAS, a hearing before the Board was held on the 25th day of August, 2004, at which time the Board deemed it advisable to continue said matter to August 30, 2004 at 9:00 a.m., and WHEREAS, at said hearing on the 30th day of August, 2004 after review, the Board deemed it advisable to approve the application with the following condition: A. The Licensee shall offer bottled water and ice produced off-site for consumption by patrons during all hours of operation. 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 2004-19 to said applicant to sell malt, vinous and spirituous liquors for consumption by the drink on the premises only at said location 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 October 11, 2005, 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. 2004-2555 , ,!� LC0028 (0; / ��/L , TRANSFER OWNERSHIP OF LIQUOR LICENSE - SIPRES LOUNGE, INC., DBA SIPRES LOUNGE PAGE 2 BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign said application. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 30th day of August, A.D., 2004. BOARD OF COUNTY COMMISSIONERS W D COUNTY, COLORADO Robert D. Masden, Chair o lerk to the Boar 1851 ` � �./ William H. Jeer , Pro-Tem cc) , n Dep- Clerk to the Board �e7//Jw. - . J. Ile AP D A FORM: c ),)? / 1-7.---2-1-----, _ Davi E. Long ounty Attdr1-7.---2-1-1-7.---2-1-----ey Glenn Vaad Date of signature: _27 4 2004-2555 LC0028 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 SIPRES LOUNGE INC SIPRES LOUNGE 1490 WCR 27 BRIGHTON CO 80603 ALCOHOLIC BEVERAGE LICENSE Liability Information Account Number County City Indust. Type Liability Date LICENSE EXPIRES AT MIDNIGHT 03-69427-0000 03 206 722410 C 101204 OCT 11, 2005 Type Name and Description of License Fee 2011 TAVERN LIQUOR LICENSE - $ 75.00 MALT, VINOUS, AND SPIRITUOUS 2190 COUNTY 85 PERCENT OAP FEE $ 425.00 TOTAL FEEIS) $ 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, 1375 Sherman Street,Denver,CO 80261. In testimony whereof,I have hereunto set my hand. OCT 1 3 2004 177_ Lefia_4Q sw Division Director Executive Director THIS LICENSE EXPIRES October 11 20 05 ,: LICENSE FEE STATE OF ' COLORADO COUNTY OF WELD BYAUTHORITY OF THE BOARD OF COUNTY COMMISSIONERS RETAIL LIQUOR LICENSE FOR TAVERN SPECIFY: Retail Liquor Store,Liquor Licensed Drug Store,Hotel and Restaurant,Club,Tavern etc. TO SELLAT RETAIL MALT, VINOUS AND SPIRITUOUS LIQUOR SPECIFY KINDS OF LIQUORS atfjI5 t� to rl.ertlfp, That SIPRES LOUNGE, INC. , DBA SIPRES LOUNGE of the State of Colorado,having applied for a License to sell malt, vinous and spirituous Liquors,and having paid to the County Treasurer the sum of Seventy—five and 001100 ($ 75.00 )Dollars therefor, the above applicant is hereby licensed to sell malt,, vinous and spirituous Liquors containing more than 3.2%Alcohol by weight by the drink for consumption on the premises (Insert"by the drink for consumption on the premises"or"in sealed containers NOT for consumption at place where sold.") as a TAVERN at 1490 WCR 27, Brighton, CO 80603 in the County of Weld,for a period beginning on the 12th day of October ,20_04__,and ending on the 11th day of October , 20 05__,unless this License is revoked sooner as provided by law. This License is issued subject to the Laws of the State of Colorado and especially under the provisions of Article 47 of Title 12, Colorado Revised Statutes,as amended. IN TESTIMONY WHEREOF,The Board of Con v Cr issioners has hereunto subscribed its name by its officers duly authorized this 30th day of— August _H it .- 20_04 • it) it \ The Board of County Commissioners ATTEST: ( play Clerk to the Board-J k y,�l Chairman,Board of County Commissioners e. A,1 • N it/ I'll P. 01 * TRANSACTION REPORT OCT-12-2004 TUE 11 :29 AM * x FOR: WELD CO GOVT 9703520242 * DATE START RECEIVER TX TIME PAGES TYPE NOTE M# DP * * OCT-12 11 :27 AM 913032052341 1' 57" 5 SEND OK 925 * * x TOTAL : 1M 57S PAGES: 5 **x*********#*******a;********xa;*******a;a;******a;x*******************xx****x********************x***** FAX TRANSMISSION COLORADO Weld County Clerk to the Board PO Box 758 Greeley,CO 80632 Fax; 970-352.0242 Phone,970.336-7215,ext.4217 To: Sabrina,Liq. 'I nforcement Division Date: October 12,2004 Fax: 303-205-2341 Pages: 4+Cover From: Debra Miller, Deputy Clerk the Board Subject: Sipres Lounge, -DR 8404-I FAX TRANSMISSION COLORADO Weld County Clerk to the Board PO Box 758 Greeley,CO 80632 Fax: 970-352-0242 Phone:970-336-7215,ext.4217 To: Sabrina, Liq. Enforcement Division Date: October 12, 2004 Fax: 303-205-2341 Pages: 4+ Cover From: Debra Miller, Deputy Clerk to the Board Subject: Sipres Lounge--DR 8404-I COMMENTS: Per your request, here are the DR 8404-Is for the Officers of Sipres Lounge. Please let me know if you require additional information to finalize the transfer of license. CONFIDENTIAL This facsimile is intended only for the use of the individual or entity to which it is addressed and may contain information that is privileged, confidential, and exempt from disclosure under applicable law. If the reader of this facsimile is not the intended recipient nor the employee or agent responsible for delivering the facsimile to the intended recipient, you are hereby notified that any dissemination, distribution, or copying of this communication is strictly prohibited. If you have received this communication in error, please notify us immediately by telephone and return the original message to us at the above address via the U.S.Postal Service. Thank you. OR 8404-I (06102) 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 Busin 'j` 3 i rP S2—O u t?& .-f n c . / 2.Your F II Name(1a t,first,middle) J 3. List any other names you have used. K-elk)i L oct eL;vi brattie4n ,e 4-fre 1-- I 4.Mailing address(if differ�nt from residence Home Telephone /37 '1— i✓ok51h A'., 1/ev /VC- C-�/z_? go 01 - ;2-9,;? 1-5-3 / S.List all residence addresses below.Include current and previous addresses for the past five years. STREET AND NUMBER CITY,STATE, ZIP FROM TO Current J 4eYcivt.',(.0.209 BoofcSr'de 1R lVc bg)23 ///7z pre Sett " Previous 6.Date of Birth Social Security/Number(SSN) Place of Birth 7.U.S.Citizen? .. (re e if y ( /o, 'es ❑No If 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 I Weight I Hair Color Eye Color I Sex Race 9.Do you have a current Driver's License? If so,give/number&state 5' I f/ plc jrowv 13rou'.t/ P 11 Istj 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 ,III aryba( i rtoS INA.oi1v-e-.., ow;Adz r S7're& too icje ,The. 11.Have you ever applied for,held,or had an interest in a State of Colorado Liquor or Beer License,or loaned money,furniture or fixtures,equipment or inventory,to any liquor or beer licensee?If yes,answer in detail. O Yes al No 12. Have you ever been convicted of a crime,of received a suspended sentence,deferred sentence,or rorfeited bail for any offense in criminal or military court or do you have any charges pending? (If yes,explain in detail.) Yes Zij No 13. Have you ever received a violation notice,suspension or revocation,for 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. Yes L.1 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 U,S, Seri ht 3v NeAAD/A 7&oz /fie/Pest- :�aca*4 f t , 7/�1 ��spnr 4'6$.S%lF Cite 5 l�I'i,,er"44 i *1 Atknnia-j W$'0. Likvoll �, 46,„'nr`s{rg[ e // //Q19 7�;11o1 15. Financial Information. __ Total purchase price$ "CT (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 $ 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 Loan Information(attach copies of all notes or loans) Name of Lender Address Term Security Amount 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.UJPUS fav — ith vx-cp L kmV 4et ' if--,es 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. Aut rized ignature Title Date ,. e , airri--47e " tett 1aa61/ DR 8404-I (06/02) 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 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 cD / frEs ,c/, G¢ 2.Your Full Name(last,first,middle) 3.List any other names you have used. (� r7 (- 6 U / E2/9 k4/ f A )t) 5 /r //9 e S //),4-12-h))) rA ii=c a 1 4.Mailing address(if different4rom residence) y / Home Teleph7ofie //(taG £(/-f�lei/ L /i :m �/;C o&G/.Y74. ,AAG Jg.: /() _I -_3 X / ?-5,3 5.List all residence addresag.below. Include c rrent and previous addresses for the past five years. STREET AND NUMBER CITY,STATE, ZIP FROM TO Current /I 6 , R 'r1/'_lI -I 1-1-1f-e-- (/j//�co,rL I/6 g(//7) /`? .Ariz( Previous 6.Date of Birth Social Security Number(SSN) Place of Birth 7.U.S.Citizen? Yes Li No If 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 ig/ Weight ht Hair Color Eye Color Sex Race 9.Do you have a current Driver's License? �/) 10.List the name(s)of relatives wor ing in or holding a financial interest in the Colorado alcohol beverage industry. NAME OF RELATIVE RELATIONSHIP TO YOU POSITION HELD NAME OF EMPLOYER YYYA If y 5 (pr e.5 6n0111-. C 01/0✓)-e-Tr 5. l Cr4-'_5 Lai'j-e_ 11. Have you ever applied for,held,or had an interest in a State of Colorado Liquor or eer License,or loaned money,furniture or fixtures,equipment or inventory,to any liquor or beer licensee? If yes,answer in detail. D Yes o 12.Have you ever been convicted of a crime,vi received a suspended sentence,deferred entence,of forfeited bail for any offense in criminal or military court or do you have any charges pending?(If yes,explain in detail.) n Yes No 13.Have you ever received a violation notice,suspension or revocation,for 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. ❑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 ilL)/Ar 15. Financial Information. ) 'k Total purchase price$ if) // (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 $ 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 1/I f Loan Information(attach copies of all notes or loans) Name of Lender Address Term Security Amount 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 auth r ed to draw thereon. 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 Signature Title Date I ,_,/ C Kit ‘i.--. :. CLERK TO THE BOARD PHONE (970) 336-7215, Ext. 4225 lli FAX: (970) 352-0242 P. O. BOX 758 C. GREELEY, COLORADO 80632 COLORADO September 29, 2004 Martha Griegos 1166 W. Radcliff Avenue Englewood, CO 80110 RE: Liquor License Transfer for Mary Sipres Dear Ms. Griegos: Ms. Mary Sipres has applied for a Transfer of Liquor License for her establishment, Sipres Lounge, Inc. Ms. Sipres has listed you as Vice-President of the Corporation and as such, the State of Colorado, requires form DR 8404-I, Individual History Record, be filled out. Please fill the form out, in it's entirety, and return to the above address to my attention. If you have questions or need additional information, please do not hesitate to contact me at (970) 336-7215, Extension 4228. Very truly yours, 4(i/I, , Debra S. Miller Deputy Clerk to the Board (7/ /,c/ / 'CI& ; Enclosure: DR 8404-I: Individual History Record lL yyZ7)« C; /1-(7`cv cc: File x C�iiK iru rL/41-- 1 12 £k''// i(a/ C . ['1` Y C' / ,E j2c(' (t):// 4 ---/- ,,c-cyde a 4, ‘c., 44-n3 71--) C ,= rc l=� shit ,- {o 3 :JCS 07 3Y/ �� : ,�e, -/LT-4 �/ • a CLERK TO THE BOARD PHONE (970) 336-7215, Ext. 4225 ipe FAX: (970) 352-0242 P. O. BOX 758 GREELEY, COLORADO 80632 COLORADO September 29, 2004 Eva Serenil 13205 Brookside Drive Omaha, NE 68123 RE: Liquor License Transfer for Mary Sipres Dear Ms. Serenil: Ms. Mary Sipres has applied for a Transfer of Liquor License for her establishment, Sipres Lounge, Inc. Ms. Sipres has listed you as Secretary of the Corporation and as such, the State of Colorado, requires form DR 8404-I, Individual History Record, be filled out. Please fill the form out, in it's entirety, and return to the above address to my attention. If you have questions or need additional information, please do not hesitate to contact me at (970) 336-7215, Extension 4228. Very truly yours, Debra S. Miller Deputy Clerk to the Board Enclosure: DR 8404-I: Individual History Record cc: File DR 8404(06/02)Page 7 21 COLORADO DEPERTxENT OF REVENUE .IOOOR ENFORCEMENT Dms0N COLORADO LIQUOR DENVOIDO00261 OR 3.2%FERMENTED MALT BEVERAGE � RETAIL LICENSE APPLICATION 0 NEW LICENSE LJ/ T/RANSFER OF OWNERSHIP 0 LICENSE RENEWAL • ALL ANSWERS MUST BE PRINTED IN BLACK INK OR TYPEWRITTEN • APPLICANT MUST CHECK THE APPROPRIATE BOX(ES) • LOCAL LICENSE FEE 3 • APPLCANT SHOULD OBTAIN A COPY OFTHE COLORADO LIQUOR AND BEER CODE(Ce1130332t4164) DO NOT WRITE IN INS SPACE 1. Applicant is applying as a 0 Individual Corporation 0 Limited Liability Company Partnership(includes Limited Liability and Husband and Wile Partnerships) 0 Association or Other 2 Name of Applicant(s)I1 pannersn4.list pann�rP 5'names(at least Mol:it corporation,name of corpomtwn Fein Number terra,—' e2,'le .c Pi2#s /-ou✓\9 TA'C 2,.Trade Name di Establishment(DCBAA7�)` qq State Sales Tae No. Oasvwss Telephone jod- z Address 1 Pia-CS ise specity exact location of o eca c 3-69$1.-g 7 &.n -tiff . l'4C.0 flvca2 al Cn County 5 ZIP Code 2 1,'4-Q/✓ w z l n cLa, go6cl3 4. Maihng ess(Number and Street) City or Town State ZIP Code ,—`1OyI2h/ . 5.ll the premises currently nave a liquor or beer license,you MUST answer the!Hawing questions: Present Trade Name of Establishment I OSA) Present Stale Liner=No. I Present Class of License Peasant Eereton Dale -1--2,O.5 40ur,ve. 4(-1-2,LL 'f/—a7o95 TALL/4-42M raE ii- ?co s- UA9 SECTION A Nonrefundable APPLICATION FEES LIAR SECTION D LIQUOR LICENSE FEES 2300 ❑ Application Fee for New License 900.00 1940 ❑Retail Liquor Store License(city) $227.50 2300 ❑ Application Fee New Lcense Concurrent Review..1000.00 1940 C Retail Liquor Store License(county) 312.50 2310 K Application Fee for Transfer of Ownership 900.00 1950 ❑Liquor Licensed Drugstore(city) 227.50 SECTION B 3.2%BEER LICENSE FEES 1950 C Liquor Licensed Drugstore(county) 31250 2121 ❑ Retail 3.2%Beer On Premises-(dty) $96.25 1950 O Beer 8 Wine License (city) . 351.25 2121 O Retail 3.2%Beer On Premises-(County) 117.50 1960 ❑Beer B Wine License (county) 436.25 2122 C Retail 3.2%Beer Off Premises-(dty) 96.25 1970 C&R License O city O county 500.00 2122 O Retail 3.2%Beer Ott Premises-(county) 117.50 1980 O H B R License w/opt Pram 0 city O county 500.00 2123 O Retail 3.2%Beer On/Off Premises-(city) 9625 1990 ❑Club License O city O county 308.75 2123 O Retail 3.2%Beer On/Off Premises-(county) 11750 2010 ®Tavern LicenseO cityv county 500.00 SECTION C RELATED FEES AND PERMITS 2020 ❑MZ License OG1yOcounty 308.75 2030 ❑Racetrack License O city O county 500.00 less10o 199910 Addnin of related Facility Permits to exlstlrg 2040 ❑Optional Premises License O city O county 500.00 Resat)Complex license ESO.OOe Total Fee 1905 ❑Retail Gaming Tavern tic city O county 500.00 2210-100(999)O Retail Warehouse Storage Permit $100.00 1975 O Brew-Rub License . 750.00 2220-100(999)O Addition of Optional Premises to existing hotel/restaurant 1985 0 Resort Complex License 500.00 $75.00 a Total Fee ❑KR•Tavern Managers RegiseMun $75.00 OO NOT WRITE IN THIS SPACE-FOR DEPARTMENT OF REVENUE USE ONLY LIABILITY INFORMATION County COY InduNry Type LIWna.Account Number Nobility Bela UeenaeluuMlFnpgh (Eylnlbn USN) • ROM TO State Clly Cow* melmerem. 750(999) 2180-100(999) 2190.100(999) -750(999) r # 2300-100 2316100 TOTAL (999) (999) 2004-2555 LCCCCA2 DR 8404(06102)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 ❑ A. ApplicanVLicensee identified. ❑ B. State sales tax license number listed or applied for at time of application. E C. License type or other transaction identified. D D. Return originals to local authority. ❑ E. Additional information may be required by the local licensing authority. II. DIAGRAM OF THE PREMISES ❑ A. No larger than 8 1/2"X II'. ❑ B. Dimensions included(doesn't have to be to scale).Exterior areas should show control(fences,walls,etc.). ❑ C. Separate diagram for each floor(if multiple levels). O D. 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. Other Agreement if not deed or lease. IV. BACKGROUND INFORMATION AND FINANCIAL DOCUMENTS ❑ A. Individual History Record(s)(Form DR 8404-I). ❑ B. Fingerprints taken and submitted to local authority.(State authority for master file applicants.) ❑ C. Purchase agreement,stock transfer agreement,and or authorization to transfer license. ❑ D. List of all notes and loans. V. CORPORATE APPLICANT INFORMATION(If Applicable) 9 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. O D. List of officers,directors and stockholders of parent corporation(designate I person as"principal officer"). VI. PARTNERSHIP APPLICANT INFORMATION(It Applicable) O A. Partnership Agreement(general or limited).Not needed it husband and wife. VII. LIMITED LIABILITY COMPANY APPLICANT INFORMATION(If Applicable) ❑ A. Copy of articles of organization(date stamped by Colorado Secretary of State's Office). O B. Copy of operating agreement. ❑ C. Certificate of Authority(if foreign company). VIII. MANAGER REGISTRATION FOR HOTEL AND RESTAURANT,TAVERN LICENSES WHEN INCLUDED WITH THIS APPLICATION ❑ A. $75.00 fee. ❑ B. Individual History Record(DR 8404-I). DR 8404 106/02)Page 3 8. Is the applicant(including any of the partners,if a partnership:members or manager if a limited liability company;or officers,stock- yes No holders or directors if a corporation)or manager under the age of twenty-one years? 7. Has the applicant(including any of the partners it 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 stale); (a) been denied an alcoholic beverage license? ❑ IX ()X had an alcoholic beverage license suspended or revoked? 0(c) had interest in another entity that had an alcoholic beverage license suspended or revoked? 0 JZ II you answered yes to 7a,b or c.explain in detail on a separate sheet. 8a. 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. ❑ PEI lib. Has a 3.2 beer license br the premises to be licensed been denied within the preceding one year?II yes.'explain in detail. ❑ 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? 10. Has a liquor or beer license ever been issued to the applicant(including any of the partners,it a partnership;members or manager iI a limited liability company;or officers,stockholders or directors it a corporation(?If yes,identify the name of the business and list any A ❑ current financial interest in said business including any loans to or from a licensee. S r PAe i Au ci nfc z,v 11. Does the Applicant,as listed on line 2 of this application,have legal possession of the premises for at least 1 year from the date that this license will be issued by virtue of ownership,lease or other arrangement? ® 0 Ownership ❑ Lease 0 Other(Explain in Detail) a.If 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 the area to be licensed(including dimensions)which shows the bars,brewery,walls,partitions,entrances,exits and what each room shall be utilized for in this business.This diagram should be no larger than 8 1/2'X 11'.(Doesn I 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,furniture or equipment to or for use in this business:or who will receive money from this business. Attach a separate sheet if necessary. NAME DATE OF BIRTH FEIN ORSSN INTEREST Attach copies of all notes and security instruments,and any written agreement,or details of any oral agreement,by which any person(including partnerships,corporations,limited liability companies,etc.)will share in the profit or gross proceeds of this establishment,and any agreement relating to the business which is contingent or conditional in any way by volume, profit,sales,giving of advice or consultation. 13. Optional Premises or Hotel and Restaurant Licenses with Optional Premises Yes No A local ordinance or resolution authorizing optional premises has been adopted. 0 Number of separate Optional Premises areas requested. 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. 0 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? (b) Is the applicant organization a regularly chartered branch,lodge or chapter of a national organization which is 0 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? (di How long has applicant occupied the premises (Three years required) to be licensed as a club?(Three years required) 18. Brew-Pub License Applicants answer the following: (a) Has the applicant received or applied for a Federal Brewers Notice? ❑ ❑ (Copy of notice or application must be attached) 17a.Name of Manager in N/24 S i 7.)Qr' (If this is an application fora Hotel, Date of Birth Restaurant or Tavern License,the manager must also submit an Individual History Record(DR 8404-I). 17b. Does this manager act as the manager or.or have a financial interest in,any other liquor Yes No licensed establishment in the State of Colorado? If yes,provide name,type of license and account number. O /ZI 18. Tax Distraint information. Does the applicant or any other person listed on this application and including its partners,officers, Yes No directors,stockholders,members(LLC)or managing members(LLC)and any other persons with a 10.or greater financial interest in the applicant currently have an outstanding tax distraint issued to them by the Colorado Department of Revenue? 0 V If yes,provide an explanation and include copies of any payment agreements, DR 8404106/02)Page a 19. If applicant is a corporation,partnership,association era limited liability company,it is required to list by position all officers and directors, general partners managing members,all stockholders,partners(including limited partners)and members who have a 10%or greater financial interest in the applicant.All persons listed here or by attachment must submit and attach a DR 8404-I(Individual History Record) and provide fingerprint cards to their local licensing authority. NAME HOME ADDRESS,CITY B STATE DATE OF BIRTH POSITION %OWNED MAAJ $ pftec D-5" S, FL. LTON ljvc coyo� sew- �"7 - &g A)±1 xxxvnn 20. Has the Applicant provided,or does the applicant intend to provide their staff with server training. Ye Additional rit Documents to be submitted by type of entity 1/�CORPORATION IM Cen.of Incorp. ❑ Gen.of Good Standing(ff more than 2 yrs.old) ❑ Cert.of Auth.(if a foreign corp.) ❑PARTNERSHIP ❑Partnership Agreement(General or Limited) ❑Husband and Wife partnership(no written agreement) ❑LOWED uABgRY COMPANY ❑Articles of Organization ❑ Cert.of Authority(if foreign company) ❑ Operating Agrmt. ❑ASSOCIATION OR OTHER Attach copy of agreements creating association or relationship between the parties Registered Agent(if applicable) Address for Service 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.I also acknowledge that it is my responsibility and the responsibility of my agents and employees to comply with the provisions of the Colorado Liquor or Beer Code which affect my license. Authorized Signature ^ Title n Date REPORT AND AP RP OVALOFLOCAL LICENSING AUTHORITY(CITY/COUNTY) Date applle.atIon flied with local authority Date of local authority hearing(for new license applicants;cannot be less than 30 days from dale of application 12-47-311(1))C.R.S. Each person required to Ire DR 8404-I. Yes No a.Hes been fingerprinted b.Background investigation and NCIC and CCIC check for outstanding warrants conducted ❑ El c The local authority has already conducted.or intents to conduct.a premise inspection to insure that the applicant Ls O O in compliance with.and aware of.liquor code provisions affecting then Gass or license. If not,does the authority wart the state to conduct such an inspection. (plan of inspection) ❑ ❑ 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,wi p' table requirements of the neighborhood and the desires of the adult inhabitants, and will comply with the provisions of ' iE C.R.S. THEREFORE,THIS APPLICATION IS APPROVED. Local Licensing Authority for t Telephone Number ❑ TOWN,CITY We County, Cobra .s:4.il (970)356-4000 X4200 51 COUNTY Signature (� itie Ro't 11) Masden, Chair Date {VLF` 4SC ITy'yd Board f Commissioners8/90/04 Signature(attest) �7y'9Date Clerk to the Board � A - y01er to the Bo 8/30/04 II premises are located within a town or city,the above approval should be signed by the mayor and clerk,if in a county,then by the chairman of the board of county commissioners and the clerk to the board.If.by ordinance orothe,wise,the local licensing authority is some other official, then such approval should be given by such official. Page 1 of 1 Carol Harding From: Bruce Barker Sent: Thursday,August 26, 2004 12:53 PM To: Carol Harding Subject: FW: Sipres Bar memo From Connie O'neill. Trevor or Connie will attend on Monday. From: Connie O'neill Sent: Thursday, August 26, 2004 11:34 AM To: Bruce Barker Subject: Slpres Bar memo sorry-I forgot to attach Connie O'Neill Weld County Dept. of Public Health& Env. 970-304-6415 ext. 2273 8/26/2004 litgrH‘ Memorandum TO: Bruce Barker C' DATE: August 25, 2004 COLORADO FROM: Trevor Jiricek SUBJECT: Sipres Bar, Liquor License Renewal It is our understanding that the Board of County Commissioners will hear a request to transfer the Liquor License for the Sipres Bar. The following are our comments concerning the"health" aspects of this establishment. They are: 1. The water supply for the establishment has a high nitrate concentration. Recent tests indicate that the nitrate concentration is approximately 28.5 mg/L. The drinking water standard is 10 mg/L. In a letter dated June 23, 2004 (attached), the Colorado Department of Public Health & Environment(CDPHE) issued a Compliance Advisory concerning the facility's failure to comply with the maximum contaminant level for nitrate. The advisory requires that the facility do certain items such as provide bottled drinking water, bagged ice, conduct additional sampling, and posting notices to advise patrons of the water quality. Note: In an inspection on July 1, 2004, our staff found the facility to have posted notices and using bottled water and bagged ice. 2. The facility constructed a new well (approximately late 2002 or early 2003)without going through the appropriate procedures with the CDPHE. As it turns out, it appears the new well was constructed less than 100 feet from the septic system serving the establishment. The location of the well may be contributing to the elevated nitrate levels. In a Compliance Advisory letter dated July 8, 2004 (attached), the CDPHE requested that a "Plans Review'package be submitted by August 16, 2004. As of today, the "Plans Review'package has not been submitted. The July 8, 2004, letter also outlines other violations of concern, including the lack of a certified water system operator, the lack of a written microbiological sampling plan, and the lack of a written cross contamination plan. These three items have been outstanding since March 2002. The CDPHE has required that the establishment address these three items no later than August 31, 2004. The Department has contacted the City of Brighton to assist the establishment in the exploration of the feasibility of obtaining water service. We have also discussed the establishment with Bob Alberts of A&R Environmental. Mr.Alberts has had discussions with the establishment to become their certified operator. Also, the Department has collected 4 coliform samples over the past year and all have tested acceptable. This is likely due to the operation of a chlorination system on the well. Note: The Department has withheld the issuance of a final Retail Food Establishment License pending approval of the water system by the CDPHE. Page 1 of 1 Carol Harding From: Bruce Barker Sent: Friday,August 27,2004 10:46 AM To: Carol Harding Subject: FW: FYI on Sipres Bar From: Connie O'neill Sent: Friday,August 27, 2004 10:39 AM To:Trevor Jiricek; Dan Joseph; Bruce Barker; Jim Krause Subject: FYI on Sipres Bar I just talked with Bob Alberts of A&R Environmental. Bob said that he signed a contract with Sipres Bar this morning to be their certified operator. Bob said that he has looked at and priced the options for Sipres Bar to bring the water system into compliance and thinks the best thing for them to do is drill a new deep well. He will also need to make some modifications to the treatment(bring chlorinator out of the pit, add storage to meet contact time). He said he had talked with Jackie Roberts, CDPHE enforcement, and that connecting to Brighton city water would not be an options. Connie O'Neill Weld County Dept of Public Health & Env. 970-304.6415 ext.2273 8/27/2004 Blank Page 1 of 1 Debra Miller To: Dan Joseph Subject: Sipres Lounge Liquor License Renewal Dan: Our last correspondence regarding the referenced liquor license was back on June 28 (water testing). Just a reminder, their temporary license expires September 7, so we need to move things along so that we can get this before the County Commissioners for either renewal or denial. Thanks for your help on this, Dan. 0-1 8/6/2004 Page 1 of I Debra Miller From: Dan Joseph Sent: Monday, June 28, 2004 9:30 AM To: Debra Miller Cc: Sara Evans Subject: Sipres Bar Debra, I have a copy of a certified letter from the state that is concerning water quality at the Sipres Bar. There are some issues that need to be resolved. I am going out on Thursday to ensure that Mary is buying pre-packaged ice and water that will be used for human consumption. Do you have an address where I can mail you copy, or a fax number that I could fax it to? Dan Joseph 6/29/2004 JUN-28-2004 MON 05:27 PM ENV IRON HEALTH SERVICES 9703046411 P. 01 • 'noh ALL -aopsas Itaeod'$fl mil viAss tpPs°^048 a¢n 01;gum=Met SPo°c ttataas pap n+OqdC+7 A4 6"ironavxt nt,(1oa asaald'sona al tmpasptmntaoo q3 pawns aim;nod( • 3I -Po7F4-A[WLIPassraolzoFutmmoa;FP3o2mAddo10'oopnnjgslp'uopsamtaestp Cue;ER , Pagpou Agaq am no4':aaldpaz papaatFF all a:GL atp grilAAPP al tiodsu iva2s so aaholdma aq3 soa Mldtou papuapa aq}ioa q ally;Tal30•iapen etp A 's�Iqm}Fook . 1442213.1110515ffiniCirgine2 pus jepaapgueo-paaaLuud c13IRla aop lEragurta nticb ant • pue passuppazingpi w 44414n2 10 CBnPltilPu[t o am OLDS M °P Pnaw h 3 U1 S y.styy 77 • .ry S>rd.S at ' y s -"I 'ren t° �J e"-'7 9 • • ;SI.AIERIKOD • . ? ' ..any rroy's a(QnS ' dnas v 101 :utosg tw :Bocci& • .V.• A •5l vPV0CO46 *NW* I Ire-b2SC;OL6 aKd .. •oann-t•oc-0L6 12440144i B tv0-v0C4L6 7014 Omni*2',WM"iLL1Y7M _ o t v4••voV O46 t3NONd - 'a ty'D-yoC Qt6 =kw ' Mo1cRlt8MiI�ON . - t C409 oO'ullttlo 7nr•4,L I wiroi 4S;; , asactW42 aro .. Fit N $=Fur JO Deaf=A1Nft0a 0'GM • . • oTSsEAs - SIII I! - . STATE OF COLORADO Bill Owens,Governor pouslae H.Benevento,Exaaty.Director Dedicated to pmhictYg and hnproving the health and environment of the people of Colorado 4300 Chesty Creek Dr.S. laboratory Services ,J Denver, Denver,Colorado 50246.1830 8100 Lowry Blvd. Division Phone( )x.2000 Denver,Colorado 002904926 TDD Una(303)661.7700 (303)6s2.3o80 Colorado Department Located In Glendale,Colorado of pub]blialt http•J/www.odpheatdeoo.ua and Enviro Environment June 23,2004 Certified Mail Number: 7000 0600 0025 2454 0065 PWSm C00262710 Sipres Lounge ATTTN: Mary Sipres 1490 WCR 27 Brighton,CO 80603 RE: Compliance Advisory— Failure to Comply with the Maximum Contaminant.Level for Nitrate Dear Mary Sipres: Pursuant to section 6.1.5(e),5 CCR 1003-1, Code of Colorado Regulations,all public water systems are subject to the Nitrate maximum contaminant level(MCL)of 10 milligrams per liter (mg/L), Compliance with the Nitrate MCL is based on the analysis of the average of the original sample end the confirmation sample. S CCR 1003-1,section 6.1.5(g) A review of the Nitrate monitoring data,shown below,provided to the Colorado Department of Public Health and Environment(department)by the system,shows that the average of the original sample and the confirmation sample obtained by the Sipres Lounge exceeds the MCL for Nitrate and therefore constitutes violation(s) of 5 CCR 1003-1,section 2.2(bxl l). Original Sample Confirmation ea rs Average n Chitin' ades Sampling Point December 30,2002 January 16,2003 and Samples Samples 002 2sme, 29 rag& 2$S/ Within fourteen calendar days of your receipt of this Compliance Advisory, contact Jackie Roberts, Nitrate Rule Manager, to discuss how Sipres Lounge intends to address compliance with the Nitrate MCI- Pursuant to Section 9.2, 5 CCR 1003-1,Sipres Lounge is tequired to notify the public of the above identified violations within 24 hours of notification of the violation and continuously post the notification in your facility until notified by the Department. To assist you in fulfhling'this 'RECEIVED JUN 2511104 ZO 'd 1II9170£OL6 S301AN3S H,Llb3H NONIAN3 Wd LZ;50 NOW VOO -8Z-N(lf - :.. a • ,Sipres Lounge d June 23, 2004 > Page 2 of 6 public notification requirement,attached you will find a public notice template and a certification of delivery forth. Section 6.1.5(e)(2),5 CCR 1003-1,requires Sipres Lounge to monitor and submit results for nitrate on a quarterly basis until further notification by the Department. In addition,Sipres Lounge must immediately make drinking water and ice with nitrate levels below 10 mg/L available to all staff and patrons. Please be aware that you arc responsible for complying with the Regulations and that there are substantial penalties for failing to do.so(Section 25-1-114.1). The issuance of this Compliance Advisory does not limit or preclude the department from pursuing its enforcement responsibility concerning the above violation" If you have any questions regarding this matter,please don't hesitate to contact me at(303)692- 3617 or by electronic mail to iackiesobertsestate,co.us. Sincerely, Cateari exiiextv Jac ln M. Roberts Inorganic Chemicals Rule Manager Compliance Assurance&Data Management Unit Water Quality Control Division cc: Scott Klarich,DW Enforcement,WQCD,CDPHE Brad Simons,D.E.,Technical Services Unit,WQCD,CDPHE Carolyn Hermann.FAT,CDPHE DW File, Section S Enclosures Ten Required Elements of a Public Notice Instructions for Compicting the Nitrate MCE Public Notice Tier 1 Public Notification Template Public Notice Certificate of Delivery Petra £0 'd IIb9b0£0L8 S301AN3S HUU3H N0NIAN3 Wd 8?:S0 NOW b00?-8Z-Nflf Page 1 of 1 Debra Miller From: Dan Joseph Sent: Friday, June 25, 2004 9:12 AM To: Debra Miller Cc: Sara Evans Subject: Sipres Bar Debra, I talked with Connie O'Neill today and here is what is happening: A few years ago a new well was drilled. The state then has to come out and approve the well. At this time the new well hasn't been approved, so the water is coming from an unapproved source. The waters nitrates are also high, which may require treatment of some sort. Our department has been in contact with the state and it appears that they will be contacting Mary soon. As far as issuing a license, we are waiting to see how the water issue plays out. Dan Joseph 6/25/2004 Page 1 of 1 Debra Miller From: Dan Jo Sent: Thurs y, June 24, 2 04 2:25 PM To: Debra iller Cc: Sara Evan Subject: RE: Debra, I just did a regular inspection on the 23rd. As far as her food license, I am happy. I am going to be discussing with Connie the water issue. I am pretty sure she faxed some info over, but I don't know if Connie has had a chance to go over it. I will update you on the water issue once I find out. Thanks, Dan From: Debra Miller Sent: Thursday, June 24, 2004 12:17 PM To: Dan Joseph Subject: RE: Dan, On June 2, 2004, I contacted Mary Sipres (303-659-8596) and requested she call you regarding your comments on the attached file. She indicated she had talked with you and she was waiting to get her water tested... To date, I have not heard from Mary or your department as to the status of her renewal process as far as Environmental Health Services is concerned. Could you please update me if there is anything new here? Thanks, Dan. From: Dan Joseph Sent: Wednesday, June 02, 2004 11:38 AM To: Debra Miller Cc: Cindy Salazar; Sara Evans Subject: Debra, I have attached the memo concerning the Sipres Lounge. Dan Joseph 970-304-6415 x2206 6/25/2004 sr a MEMORANDUM DEBRA MILLER FROM: I FR DAN JOSEPH SUBJEC. DATE: 2/CT.06 00204 LICENSE INQUIRY SIPRES LOUNGE COLORADO CC: CINDY SALAZAR, SARA EVANS VIA E-MAIL ENVIRONMENTAL HEALTH SERVICES In response to your request, Environmental Health Services has reviewed the Retail Food Service Establishment file for Sipres Lounge, located at 1490 WCR 27, Brighton Colorado. At this time, the following are concerns for the above listed location: 1) As of May 28`h, the Weld County Department of Public Health and Environment does not have a signed contract for water testing. 2) Weld County Department of Public Health and Environment has been unable to ascertain whether or not ice will be served in mixed drinks, which if done would re food establishment license. I was able to contact Mary Sipres at 03-548-5521 fo initial questioning, but that number has been disconnected. 3) I a e ai food establishment license is required, then we would ask that the three co partment sink be indirectly drained before issuing the license. Should you ave any questions regarding this matter, please contact me at 970-304-6415 x2206 or via -mail at Djosenh(a)co.weld.co.us Thank you. 1/27" d-r, - trolAr CGS r , Zj0 6G iztal AL_ (R L U Page 1 of 1 Debra Miller From: Dan J ' Sent: F iday, May 28, 2004 1:0 PM To: D Miller Cc: Sara Evans Subject: RE: Tavern Liquor License LO0028 Debra, I will probably be sending you something in memo form once I am able to talk with Mary Sipres. But here are the issues: 1) At this time we do not yet have a signed contract for testing of her water at the facility. 2) If she is going to make mixed drinks with ice then she will have to get a food license (does not have one at this time). Thanks, Dan From: Debra Miller Sent: Friday, May 28, 2004 9:59 AM To: Dan Joseph Subject: RE: Tavern Liquor License (Sipres Lounge) LC0028 Thanks, Dan. That will be fine. From: Dan Jos "— \ Sent: Thursd , May 27'2004 1:49 PM To: Debra Mi er Cc: Sara Evans Subject: Tavern Liquor License (Sipres Lounge) LC0028 Debra, I am looking into Sipres Lounge. I want to make sure they have gotten their food license, and that they are set up for a water contract. I will try and get information to you tomorrow. I hope that will be soon enough. Thanks, Dan Joseph 5/28/2004 h MEMORANDUM (744111i;\\To: Debra Miller, Deputy Clerk to the Board May 25, 2004 \ WI`p�.From: Bethany Salzman, Zoning Compliance Officer, Dept. of Planning Services Subject: LC0028 COLORADO Review of the following liquor license renewal by the Department of Planning Services shows the following: Sipres Lounge, Inc dba Sipres Lounge 1490 WCR 27 Brighton, CO 80603 Zone District: A(Agricultural) This use has existed prior to zoning and a Nonconforming Use File (NCU-80), has been set up by the Planning Department. No violations are occurring on the property at this time. SERVICE,TEAMWORK,INTEGRITY,QUALITY LIQUOR/BEER RENEWAL REVIEW FORM Date: May 13, 2004 TO: DEPUTY LES WIEMERS FROM: Dave Tuttle SUBJECT: Liquor License Check In accordance with the new 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 renewal of the liquor and/or beer license. PLEASE RESPOND NO LATER THAN: May 26, 2004 ESTABLISHMENT: SIPRES LOUNGE, INC. DBA SIPRES LOUNGE 1490 WELD COUNTY ROAD 27 BRIGHTON, CO 80603 Current license expires: New Application X No concerns Dep '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 renewal hearing. 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: 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 tha#,all accounts will be paid for from the proceeds at closing by the: c/ 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 010,* , 2001j. n Ucensee(Seller) Date Applicant uyer Date ' COlO .. • "'`'s;•STATE RADO N Ig DEPARTMENT OF STATE CERTIFICATE I, DONETTA DAVIDSON, SECRETARY OF STATE OF THE STATE OF COLORADO HEREBY CERTIFY THAT ACCORDING TO THE RECORDS OF THIS OFFICE SIPRES LOUNGE, INC. (COLORADO CORPORATION) FILE # 19951095657 WAS FILED IN THIS OFFICE ON July 28, 1995 AND HAS COMPLIED WITH THE APPLICABLE PROVISIONS OF THE LAWS OF THE STATE OF COLORADO AND ON THIS DATE IS IN GOOD STANDING AND AUTHORIZED AND COMPETENT TO TRANSACT BUSINESS OR TO CONDUCT ITS AFFAIRS WITHIN THIS STATE. Dated: May 03, 2004 L4€ h,><-) SECRETARY OF STATE COLORADO BUSINESS REGISTRATION 19 _,.,c PRESS FIRMLY AND PRINT CLEARLY-INSTRUCTIONS FOR MIS FORM ARE?'THE PUDLC.a;7oid cs wl 1 THE REVERSE SIDE OF THIS PAGE 1. REASON FOR RIJNOTNISAPPUCATION MUST BE COMPLETED 0O_tare_Alprcfoe ❑Charge ofante* 3 RECEIVED 711 _i " n trade name registration with the()apartment of Pentode. -Qu You have a DWI a Revenue Aaamt Mntea O Yes ❑No G ` �,� ;rid; Is required.the arformalton marled wtth a rtlamond MR IF Yes,Account/ MAY 3 2O become poeticrxord. Davao want tie number assigned to new i mion7 0Yee CI No - r$,♦2. Indicate Typo of Organization );•., ❑ brddduai ❑ limited wlyleried D Government El0tt.No vRdR Cob.Dept.of Revenue )=. 0 General PVtWtP Pwhw Imo) . ❑ Joel Wren ❑ new HO United LaiyComparA'(LLC) a =lion ❑Pannershp ❑ Twit MIig(3) ooeorwmEunes soda 0 Limited Lightly Partnership(LIP) ❑ Aeescktta (Please enclose motets RS letter of exemption) SIDE A 1. TaxpayerName(Owns,Partners a Corporate Name)(last Feat,Middle) ' . . _ Ili 2a. trateNarmlooinglateness Az(BApparetl 9 e) , ,.Fsdelal Employer laenbhabon Number'tl-tIN) ;TI 3a Street Address of Pdnrya Race of Business In Colorado Oly Sure LP Code I ,I. ..t 3b. Loopy nbusiness SPAM t decay,whet 0ty? I , eephae ,tt'. ea. In Care(A(UU) db.MagAaaress(tt wenn Horn Above)(indude Linn it ) 'a i . i —9,11/ L.1 h.4 3 , City - State ZIP Code Telephone ,_ 5. Bra Name(If Available) Bank Addreea te;"..• Berea Account Merger • e. t t, > F {r:&-o . . ice.,,., 8. Post Day d l Payro (MorDayNr) Payroll Records LoScma,(Dat Address) i c,:, Payroll Records Telephone a tor i-r —' L.e.,,iLi .d' c. _:.1 ( - �•�.) `; 7. Whet products at services do you amide?(Canplet83eCllon'F1) Do you BeN motor vehicle Well❑Yee QNo Is your beakless inaspecial taring direct?❑Yes❑No t-- "" Do you Mouthful for30 days otiose?0 Yes ID No ).-y Ba. Owner/PretnedCom.Officer - The Sodd Security It Federal Employer Identification Number(FEIN) 3± Bb. Address(Reddaece or P.O.Box,Street,City,Stale,LP Code) :.. Telephone •P 7.-'=.. ` ...pin...,)A .),, '. ,., , . .tj�T TO i' b.- d' ( ) ;f as oiwiedaertrar/Corp•OAfcer Biter... Sodel SeaaayI Federal Employer Idenbicabon Number(FEN) rig ,:rq i.Address(Residence a P.O.Box,Street,Cay;State,ZIP Code) Telephone . ; ( ) :XI Ifyea s:m*ad the business In whole or in pees,complete the fopo*Arg: Cr? ba. Pda Taxpayer Name . - Vaud:t� Acquisition - PdorZrpeyer Ul fax Accart Number . 11 10b.Address CRY Slate ZIP Code 1. ❑ if Seasonal,mark ❑ Jan. 0 Ars ❑ Joy ❑ Oct ❑ each bush.%morn. ❑ 0 ❑❑ Aug. 0 Nat Dec❑ 0 Frees To E — FEES r-.i O Fling Frequency: a Imo•Annually coleded h: )?b.First bay et Sets(MotDayt/r) h7,, r " , (028a Trade Name .< ❑ UnderSsaNmoMh•Owreyy ) 750) °" (999)6T al ❑ WholtroMoor �6�a (810 Depos (35 $ " 0020•State Sales Tax esale a Indicate which apples to yon: i. r;p ,>;(0080 Sales Tex W ❑ Wholesaler ❑ Charitable ❑ RID - (MoJDeyNr)0 CD `. `* 750) . (989)i / /�/� ❑ Retailers-Use ❑ FD EveMlocatla 100-Moles* , b-'4(0750) License. ( )s ITJ — 1. Filing frequency:If wage withholding amount is 2.OUIGes : . . , ,, (1000-:Ling psi-=B,999ftear•Quartery ❑s5o,000g/yeer•Weekly ❑WkNblding tt 750) IeB91t u.01J ❑$7,000.$49,gegtnier-Morley Must the by Electronic Funds Transfer a ro /_ />' gbyyNyyt{yE �� R„w,w 1 TOTAL S /6 �`C/ I dedare under preBy ol perjury in the second decree Brat the smla ends made in t is application are true ale complete to the best of myknawedge. Sk3NAAVacC9M!%PSbuc•CuP�40Raerii60IInsx T� Ode . USE We4Y '}'f(d c .4 14 , f3 l PO CD aD SC_ °tar ' .t. gib: fu ,.TR•t. Date rach§jgr ' ,`;t '.r T° _. (continue on reverse side of this page.) d.w.»n MUstcollect ST'ATE' . r' I.toSfla,bxesfor COLORADO : . c.=+•� �+ T USEACCOUNTNUMBER LIABILITVINFORMATION, ` ISSUE DATE. LICENSEE VALID to SALES '�F ..forndraferences fr :w.4 • 3,<;—• H: w. — ";.�. I w: -I �« DE•CEt IBER.37 1�E LICENS _03-69427-"OpsI �j O . , C 100,195 OCT 22' 01- 2003 THIS LICENSE MUST SE POSTED ArmE FOLLOWING Ar b ry • • THIS•LICESSE 1S NOT Ha�i7. '. k' - i yrs SIPRES LOUNGE INC • 'i l,,y; _} r. ': , 1490 WCR •27 , ,1 BRIGHTON' CO '80601 -5 '.L.,..-2,4- ecp i . Egeeutheem,0ctor _ , Department of Revenue lid of - •1 ' " & '; i ti ... tr./4.5 1N T N I ow . t , -- � 111-----\_a r-7 ray° , - . ,+.„mss y VV N • ' 1- H tk s - I 01 • ii7 ,/LP . �J a ��K�� _ 1-- "� ads ►` r-47".-� ; ried .k4 . 1 k___.3 . D .-, I 47 .-z .. I-- I;.CA L. �h „I 7/,.1443j . / 1P3 OR 6404-I (06/02) COLORADO DEPARTMENT OF REVENUE • UQUOR ENFORCEMENT DIVISION 1881 PIERCE STREET RM tom 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 Busine ≤ ' 1e≤ hvu, ny(2 ) 3AYe 2.Your Full Name(last,first,middle)� 3.List any other names you have used. S ; p! /s fI If'4y -AL rn191QY 5 /P,.es 4.Mailing address(If different from residence) Home Telephone ZS63-- S'YP -S.5-aiE 'c CO . r . 303- 2'S7 -6S/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 Current Sac S, Fa t-70* l4rc_ FrAtAfth,idep total o0 3 ,a00)1 P e/yjous I 4qn co c (2 )--7 P.4.5 A tDA' do 846011 lnV 2003 6.Date of Birth Social Security Number(SSN) Place of Birth 7.U.S.Citizen? -When p sow, Ode wyes ❑No If Naturalized,state where 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 current Driver's License? < 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 Slate of Colorado Liquor or Beer License,or loaned money,furniture or fixtures,equipment or ventory,to any liquor or beer licensee?If yes,answer in dot zi Yes O No tao .4.4.44.4.A-- 199t a. 12.Have you ever been convicted of a crime,or received a suspended sentence,deferred sentence,or forfeited ball for any offense in criminal or military court or do you have any charges pending?(If yes,explain in detail.) ❑YeS XI No 19.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. D Yes An 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 5' t'P4e c ho v. ,e 1490 w s� 5a` Qca /190 oPaos S'G 15.Financial information. 5L,,00D t bapcIA Total purchase price$ . (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 $ 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 ash,Services or EquIpmeM Where Obtained meM Where Obtained(Savings,1/ Checking,Account,etc.) Amount Ca l//7s _ . • ,�1P C k r ny 354,000 Loan Information(attach copies of all notes or loans) Name of Lender Address Term Security Amount 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. tilt I-A s F4290 6A AllC S ly AoufI9.e ,XNc, (7) SiAy s , 'PA,_, 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 Signature _� Titl Date \.........M ✓ ��` �r/) 'emu" ‘5.—` —o � 6 &)7 /2-4-Aar -Aitatejlie IL tit 44"4 11-2$111 Mks Beaaty Nom 1024 Bridge St. Brighton,CO 80601 T - MORTGAGE CONSULTANTS 2169 31st ST. Greeley,Co 80634 phone (970) 356-0679 fix (970) 336-9154 k ,v 75(k(hotmai Loom May4,20O$ To whom it say concern: 1 Oscar Tones have die priviege to wry this letter is arra to the carat sekrate ofMary Spa lime bass Ma Spves fraplsnvsly tasty)es,or shod 1 say the has larawn ore for about twistyIii Iaa Ms.Spies ata fan*gang aad sae tbs Lase naiad a art off when neededat her miracle e altints. Ms.Noes has alotdgwai eats s Adds Ihaseasis dr ova resod ad Lao Me. Asa haws owner ofae nal lass sdntN5 a 6r/.Qghacisi atalalast,I bow first had that Ida.Sees was defaisel,a very deter a vd,ad hard wvlsa pass to ha had 6r establish ant for nay,nay years As a employee of Ms.Sea I a ay she is straight forward,honest,ad yet aderstadsg to her employees tads. As a Eind,Istria*are that Ms.Shires is n3abk,trawrtll,bat,arse,and is very t—paaik s 6r hairs ad peed oat wised. s daring,!Oa Trans voided support Ms.Spa in w7 activities the wsashl Nerd avian in or business Sales she is srzJag. I also bcicve that Ms.Sepses has the faith,bowlod%e and experience to seek ay a4byand or lair brio sterys. arms Mac Mac Nsay FROM: B.ALICIA LOPEZ RE:MRS. MARIA SIPRES DATE: 05/03/2004 To Whom It May Concern: I have known Maria Sipres since the year 1984,I have known Mrs. Sipres to be and has been a very honest caring person. Maria is a very fair person she is always going by the book. Mrs. Sipres is a very bright and intelligent person; it is an honor to know her all these years.Mrs. Sipres has been a very successful businesswoman since I met her. If you have any questions about her character call meat(970)587-9070 or my cell number is(970)405-9481 or my work number(970)353-3800 ext:3431,write to me at 209 S Josephine Avenue Milliken,Colorado 80543. Sincerely! B. licia Lo z 05/87/2004 89:28 3034583935 TIEP'FO M:PTGAGE PAGE 01 • CO MMEANRDCI AL PERSONAL PR PERTYEASE OF REAL RUPERTY e day of May,2004 in THIS LEAST.is entered into as oft res("Landlord"),whose address is 925 Denver.Colorado.by and between Mary , ip inc ("Tenant"). South Fulton Street,Ft. Lupton,Colorado 80621,and Siprrs Lounge, ( whose address is 1490 WCR 27.Brighton. CO 80603. WITNESSETH: In consideration of the premises.the mutual covenants hereinafter contained, and each and every act to be performed hereunder by them,landlord and Tenant hereby enter into the following Lease pertaining to the hereinafter described premises: 1490 WCR 27, Brighton.Colorado 80603.except as otherwise excluded in Paragraph 33 below(the"Premises"):and pertaining to the following personal property located on the Premises: All furniture, fixtures,equipment and leasehold improvements related to the operation of a restaurant business located on the Premises, in their present condition, normal wear and tear excepted, including but not necessarily limited to,all items on the attached Exhibit"A" (the "Assets"). I. LEASED PREMISES. 'the Landlord hereby lets and demises to the Tenant and the Tenant hereby leases from the Landlord the above-stated premises("the Lease Premises")for the term and upon the terms and conditions set forth in this Lease. It is the purpose and intent of Landlord and Tenant that the return to Landlord under this Lease shall be absolutely"net" so that the share of all costs directly or indirectly attributable to the Lease Premises shall be the obligation of Tenant. 2. TERMS. The Term of this Lease shall be for a period beginning at twelve o'clock a.m. on May 1,2004, and extending until twelve o'clock a.m. of December 31, 2008. See Addendum (Contingency), 3- MINIMUM RENT. The Tenant covenants and agrees to pay a reserved minimums rent for the Lease Premises for the MI term of this Lease in monthly installments in accordance with the schedule set forth on the attached Addendum. Payment shall be without setoff or reduction. in advance on or before the first day of each month during the term of this Lease at the address of the Landlord first written above or 05/87/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 02 at such other address or addresses as the landlord may hereafter designate by notice to the Tenant. 4. REAL ESTATE TAXES AND ASSESSMENTS. In addition to the rent set forth above Tenant shall pay to Landlord as additional rent, on or before April 30 of each year of the lease term. as the same may be extended,an amount equal to 50%of the real property taxes or any tax levied in lieu thereof on the Lease Premises levied or assessed (including special assessments). 5. PERSONAL PROPERTY TAXES. On or before April 15 of each year of the lease term,as the same may be extended,Tenant shall pay all of the personal property taxes or any tax levied in lieu thereof on the Assets levied or assessed (including special assessments)for the preceding year. 6. SALES TAXES. Tenant shall pay all sales taxes related to the operation of a business on.the Premises as the same may fall due and shall provide Landlord with copies of all sales tax reports to the requisite State and Local governmen I TV:And evidence of payment of the same,on a quarterly basis,aAaaarziag ,_... (for-the previous thc..4.trtonths) a -ea-e_a`- • year this Lease is in effect. 7. PARKING. Tenants shall be responsible for all costs of maintaining the parking area and including, but not by way of limitation,gardening and landscaping expenses,the cost of replacement of plants and planters. the cost of fire, casualty.public liability and property damage insurance, repairs,replacements, line painting, sealing,resurfacing, lighting,all repair and replacement costs relating to any utility service lines not within the boundary of the Lease Premises, sanitary control,clearing.removal of snow,trash, rubbish, garbage,and other refuse. R. MAINTENANCE OF THE BUILDING AND REPAIRS. Tenant shall keep all portions ol'the building on the Lease Premises. including the foundation, the four outer walls(including all glass windows and window frames and doors), gutters, downspouts and roof in good repair. Tenant is also responsible for maintaining heating/air conditioning equipment. and shall keep all mechanical appurtenances and equipment, and shall keep all mechanical appurtenances and equipment in good order. operating condition and repair, including replacement, if necessary. 'Tenant shall also be responsible for cleaning of all windows and sweeping of and removal of snow from sidewalks on the Lease Premises. Tenant shall maintain and keep all parts of the interior of the leased premises. which include but arc not limited to, interior wall surfaces,doors, door hardware, plumbing.electrical. and mechanical equipment within the leased premises. in good order,operating condition and repair. Tenants shall also keep the Lease Premises in a clean, sanitary and safe condition in accordance with all directions, rules and regulations of any health officers, building inspectors or other proper officers of the governmental agencies having jurisdiction,and shall dispose of all trash and waste materials in outside trash containers. Tenants shall flatten all boxes for dumping of trash. 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 03 Tenants shall comply with all requirements of law, ordinances and other rules and regulations that affect the Lease Premises, and shall,at its own cost and expense, replace with a glass of the same quality any damage or broken glass,including plate glass or other breakable materials used in structural portions of any interior or exterior windows and doors on the leased premises.In addition.Tenant shall.at its own cost and expense. replace any light bulbs, frames, ballasts, and accessory parts thereof on the leased premises that may be broken or damaged during the term hereof. At the expiration of the term. Tenant shall surrender the leased premises broom clean in as good order as the same is on the day Tenant first opened for business to the public,reasonable wear and tear expected. 9. MAINTENANCE OF ASSETS. During the term of this Agreement, Tenant shall keep all the Assets, including all operating equipment, in good order, operating condition and repair, including replacement,if necessary. 10. UTILITIES. At all times during the term of this lease,the Tenant, in addition to the rents required hereunder, shall pay, prior to delinquency,the costs of all utilities, including hut not limited to gas,propane,electricity,water and sewer used and consumed by the Tenants, its employees,agents,servants,customers and other invitees in the Lease Premises, and to the extent possible shall contract for the same in its own name. The cost of any conversion of utilities to other energy sources shall be borne by Tenant. throughout the duration of Tenant's occupancy of the Tease Premises.Tenant shall keep such meters and installation equipment in good working order and repair at Tenant's sole cost and expense. Failure to do so may allow Landlord to cause such meters and equipment to be replaced or repaired,and collect the cost thereof from Tenant as additional rent. The Landlord does not warrant or guarantee the continued availability of any or all of the utility services necessary or desirable for the use of the lease Premises by the Tenant. In no event shall the interruption, diminution or cessation of such availability he construed as an actual or constructive eviction of the Tenant. nor shall the Tenant be entitled to any abatement of its rent obligations under this Lease on account thereof. In the event that a deposit is required by a public or quasi-public organization in order to furnish or agree to furnish any service to the Lease Premises,the Tenant agrees and covenants to pay such charge or deposit or it's pro rata share thereof. Any money so paid shall not entitle the Tenant to an offset or reduction ot'its rent liability under this Lease, nor shall the landlord he obligated to return, repay or credit the Tenant for any money so paid. Landlord reserves the right to stop the service of any or all of the utilities hereinahove described when, in the Landlord's sole discretion, such stoppage is necessitated by reason of accident,repairs. inspections, alterations or improvements. until any of the same have been completed. In such event,Landlord shall not be deemed guilty of a breech of this Lease, nor shall the Tenant be entitled to any abatement of his rent obligations tinder this (.ease on account thereof. 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 04 11. CARE OF LEASE PREMISES. Tenant agrees not to commit any waste upon the Lease Premises or overload the floors thereof;to keep the Lease Premises well- lighted,and in a neat and clean condition, not to conduct any auction, fire,bankruptcy, liquidation or going-out-of business sales thereon without the prior written consent of Landlord; and to operate its business thereon continuously during the term hereof at reasonable business hours unless prevented from doing so by governmental regulations or acts of God. 12. SIGNS AND ADVERTISING. Tenant shall pay all costs of causing its signs to he erected and maintained. 13. USE OF LEASE PREMISES AND ASSETS. The Lease Premises shall be used and occupied by the Tenant(and any subtenants and assignees of Tenant)only as a restaurant and nightclub and for no other purpose, and the Assets shall be used on the Lease Premises and used only for the same purpose. "tenant shall not use or allow the Lease Premises to be used for any improper, immoral, unlawful or objectionable purpose; nor shall Tenant cause, maintain or permit any nuisance in. on or about the Lease Premises. Tenant shall not commit or allow to be committed any waste in or upon the Lease Premises. Tenant shall not allow the Lease Premises to he used for any purposes prohibited by the laws of the United States of America,the State of Colorado, or the regulations or ordinances of any other governmental entity having jurisdiction over the Lease Premises. Furthermore.Tenant shall keep the liquor license on the Lease Premises in full effect and good standing at all times during the lease term. 14. ALTERATIONS AND ADDITIONS. Tenant shall make no alterations or additions to the Lease Premises, including equipment or delivery of the utilities,where such work shall cost in excess of One Thousand Dollars(S1.000.00), without first procuring landlords written consent,after delivering to the Landlord the plans and specifications thereof. Under no circumstances shall Tenant commence any such work until Landlord has been provided with certificates evidencing that all the contractors and • subcontractors performing the work have in full force and effect adequate workmen's compensation insurance as required by the laws of the State of Colorado, public liability and builders risk insurance in such amounts and according to terms satisfactory to Landlord. Within five (5)days after notifying landlord of any planned erection. improvement(" the work").Tenant shall post and keep posted until completion of the work.a conspicuous place upon the doors providing entrance to the Lease Premises,and shall personally serve upon such contractors or subcontractors performing the work, a notice stating that Landlord's interest in the Lease Premises shall not be subject to any lien for said work. 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 05 All alterations,additions, improvements and fixtures, including but not by way of limitation, lighting fixtures,ducts, controls, diffusers,filters or other equipment for distribution of heating and cooling. and other personal property which may be made or installed by,for or on behalf of the Tenant upon the Lease Premises, and which in any manner are attached to the floors, or ceilings shall become the property of the Landlord at the termination of this Lease and shall remain upon and be surrendered with the Lease Premises as a part thereof without disturbance,molestation of injury. Any title, linoleum or floor covering of similar character which may be cemented or otherwise adhesively affixed to the floor of the Lease Premises shall be and become the property Landlord absolutely upon the termination of the Lease, During the team of this Lease,the Tenant shall not remove or damage the above-described improvements and fixtures without the written consent of the Landlord. 15, INSURANCE. Tenant shall at its sole cost and expense maintain the following insurance or pay the following premiums with respect to the leased premises: (a) standard fire and extended coverage insurance insuring the Lease Premises and all alterations and additions made by Tenant to the Lease Premises and all of its fixtures. furniture and equipment for the full replacement value thereof on an eighty percent(80%) co-insurance form insuring against all risks of direct physical loss and excluding only such unusual perils as nuclear attack, earth movement, flood and war; (b) public liability, bodily injury and property damage comprehensive insurance coverage insuring against claims of anv and all personal injury,death or damage occurring in or about the leased premises or the sidewalks adjacent thereto,with a combined single limit coverage of not less than One Million Dollars(1,000,000.00); (c) plate glass insurance sufficient to discharge Tenant's obligations as above provided; and(d) a policy covering all the Assets. Landlord or Landlord's mortgagee may reasonably require increase in the above- described coverage from time to time, in which event Tenant shall obtain the same and pay the costs thereof. Each such insurance policy shall be issued by an insurance company of recognized standing.authorized to do business in the State of Colorado and satisfactory to Landlord. The policies required in the above paragraphs shall name the Landlord and Tenant as parties,insured-loss payees,and where applicable, be payable to the Landlord and Tenant as their interests may appear. Il'required by Landlord.such policies shall also contain a loss payable endorsement in favor of the holder of any first mortgage on the property or portion thereof. All such policies shall provide that no cancellation or termination thereof or any material modification thereof shall be effective except on ten (l0)days'prior written notice to Landlord, and, if applicable said mortgagee. Certificates evidencing such insurance shall he delivered to Landlord upon the lease commencement date and each anniversary thereof. Without landlord's prior written consent,Tenant shall not carry any stock of goods or do anything in or about the Lease Premises which would in any way tend to increase insurance rates or invalidate any policy on the Lease Premises. If Landlord shall consent to such use. Tenant agrees to pay as additional rent any increase in premiums for 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 06 the insurance against loss by standard fire and extended coverage resulting from the business carried on in the I rase Premises by Tenant. if Tenant installs any electrical equipment that overloads the power lines to the Lease Premises, Tenant shall.at is own expense, make whatever changes are necessary to comply with the requirements of insurance underwriters and insurance rating bureaus and governmental authorities having jurisdiction. The obligations of Tennant, as continued in this article, shall inure directly to Landlord's first mortgage and shall not be validated by an act, neglect or default of Landlord,nor by any foreclosure or other similar proceeding. nor by any change in title or ownership of the Lease Premises. 16. WAIVER OF SUBROGATION. Landlord and Tenant agree that, if the interests on which they have obtained insurance in connection with the transaction contemplated hereby shall he damaged or destroyed during the term of this Lease by a peril insurable under a standard fire and extended coverage policy and whether or not such damage or destruction was caused by the neglect of the other party,neither party shall have any liability to the other or to any insurer of the other for,or in respect of, such damage or destruction to the extent covered by such insurance;and each party shall require all policies of material damage insurance carried by such party during the term of the Lease to be endorsed with a provision in and by which the insurer designated therein shall waive its right of subrogation against the other. The waiver of subrogation hereby required shall extend only to the risks insured by the policies required hereby. Each party shall pay its own costs. if any. of securing such an endorsement,and if not so paid, that party shall lose the benefit obtained for it of any waiver of subrogation. 17. DESTRUCTION OF OR DAMAGE TO LEASE PREMISES. In case the Lease Premises shall be partially or totally destroyed by fire or other casualty insurable under standard fire and extended coverage insurance so as to become partially or totally untenantable.the same shall be repaired as speedily as possible at the expense of Landlord,to the extent of insurance proceeds available.unless Landlord shall elect not to rebuild as hereinafter provided. In case the Lease Premises shall be destroyed or so damaged by fire or other casualty insurable under standard fire and extended coverage insurance as to render more than thirty-three percent(33%)of the Lease Premises or thirty-three percent(33%) of the said building untenantable, Landlord may.at its election to be exercised by notice given to Tenant not more than thirty (30)days after the occurrence of the damage,terminate this Lease. but if Landlord shall not so elect. Landlord shall, as promptly as may be reasonable, repair. rebuild or restore any such damage suffered in the Lease Premises as in this article provided; however.Landlord's obligation shall he limited to restore the Lease Premises to their original condition as of the date they are declared "ready for occupancy". but only to the extent allowed by available insurance proceeds. 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 07 • • In case of Casualty to the Lease Pemises resulting in damage or destruction, which casualty is not insured against the Landlord shall be under no obligation to restore, replace, or rebuild the Lease Premises,and this Lease shall be deemed terminated on the thirtieth (30th)day after each such casualty and of no further force and effect as of the date of such casualty, unless the Landlord elects to restore,repair, replace and rebuild the Lease Premises and so notifies the Tenant in writing within thirty(30) days after such casualty; in that event, this Lease shall continue in full force and effect during the period of such restoration, repairing, replacing. or rebuilding, Furthermore. if Landlord so elects to restore, repair. replace or rebuild the premises,Landlord shall proceed with the reasonable diligence to do so and place the Lease Premises in substantially the same condition as of the date they are declared "ready for occupancy." If such damage or destruction in this article occurs, and this Lease is not so terminated by Landlord,this Lease shall remain in MI tiwce and effect, and the parties waive the provision of any laws to the contrary. Tenant shall, in the event of any such damage or destruction,unless the Lease shall be terminated as provided in this article, forthwith replace or fully repair all exterior signs, trade fixtures, equipment, display cases and other installations originally installed by Tenant. Tenant's minimum rent shall abate in that same proportion as the number of square feet in the Lease Premises. Tenant agrees during any period of reconstruction, restoration or repair of the Lease Premises to continue the operation of its business in the Lease Premises to the extent reasonably practicable from the standpoint of good business. 18. EMINENT DOMAIN. If the whole of the Lease Premises shall be acquired or condemned by eminent domain for any public or quasi-public use or purpose,then the term of this Lease shall cease and terminate as of the date of title vesting in such proceeding, all rent shall be paid up to that date,and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease. if a part of the Lease Premises shall be acquired or condemned by eminent domain for any public or quasi-public use. and in the event that such partial taking small he so extensive the Tenant is unable to operate in the remainder substantially the business being conducted on the Lease Premises immediately prior to such taking, then from the day of' such taking and for a period of ten (10) days thereafter, Tenant shall have the right either to terminate this Lease and declare the same null and void by giving written notice thereof within said period to the Landlord or, alternatively, to continue in the possession of the remainder of the Lease Premises under the terms herein provided, except that the minimum rent shall be reduced in such just proportion as the nature,value and extent of the part so taken bears to the whole of the Lease Premises. In the event that the Tenant shall terminate this Lease as provided hcreinabove, such termination shall be as of the date of Tenant's written notice. (but rent shall be due until tenant's sun-ender of the Lease Premises).and Tenant shall have no claim against Landlord for the value of the unexpired term of this lease, or damages of any kind. 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 08 • In the event of a partial taking which is not extensive enough to render the Lease Premises unsuitable for the business of the Tenant, then Landlord shall promptly restore the Lease Premises to a condition comparable to its condition at the time of such taking, less the portion lost in the taking, and this Lease shall continue in full force and effect except that the minimum rent shall be reduced in the manner provided hereinabove. As regards any obligations of Landlord described in this article, in no event shall Landlord be required to spend an amount in excess of the amount available to Landlord from the award for any part of the Lease Premises taken. in the event of any condemnation or taking as aforesaid,whether in whole or in part. the Tenant shall not he entitled to any part of the award paid for such condemnation, and Landlord shall receive the full amount of such award,the Tenant hereby expressly waiving any right or claim to any part thereof, including but not limited to, all damages as compensation for diminution in value of the leasehold,reversion, and fee. Although all damages in the event of any condemnation or taking are to belong to the Landlord,Tenant shall have the right to claim and recover from the condemning authority, hut not from the Landlord,such compensation as may be separately awarded or recoverable by Tenant in Tenant's own right on account of any and all damage to tenant's business by reason of the condemnation and for or on account of any cost or loss which Tenant might incur in removing Tenant's merchandise,furniture, fixtures, leasehold intpmvements and equipment. 19. INDEMNIFICATION. Except as concerns losses paid by insurance for which Landlord has waived the right of subrogation.Tenant shall indemnify and save Landlord harmless from any liability for damages to any person or any property in or upon the Lease Premises, including the personal property of the Tenant and its employees,agents, servants, customers or other person or any property in or upon the Lease Premises. including the personal property of the tenant and its employees,agents, servants, customers or other invitees, and further from any loss, cost, damage or expense(including reasonable attorneys'fees)arising out of any accident or other occurrence due directly or indirectly to the negligence of the Tenant, its employees,agents, servants,customers or other invitees. Except as concerns losses paid by insurance for which Tenant has waived the right of subrogation,Landlord shall indemnify and save Tenant harmless from any liability for damages( including reasonable attorneys'fees)arising out of the Landlord. Notwithstanding any indemnity given hereunder.Tenant shall not hold or attempt to hold Landlord liable for any injury or damage,either proximate or remote,occurring through or caused by fire, water, or any repairs or alterations to the Lease Premises or otherwise: or liable for any injury or damage occasioned by defective wiring or breakage or stoppage of plumbing or sewage upon the Lease Premises,whether said breakage or stoppage results from frreezing,or otherwise. All property kept, stored or maintained in the Lease Premises shall be so kept. stored or maintained at the risk of the Tenant only. 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 09 20. ASSIGNMENTS AND SUBLETTING. The Tenant shall not assign,sell, pledge, mortgage,encumber or in ally manner transfer this Lease or any interest therein. nor sublet the Lease Premises or any part or parts thereof, nor permit occupancy by anyone with, through or under it;without the prior written consent of Landlord.and such determination shall be the sole discretion of the Landlord. Landlord shall have sixty(60) days from the date of receipt of the written request or Tenant in which to determine whether or not Landlords consent shall be granted. Landlord shall have no liability of any kind for not consenting to an assignment or subletting. Tenant shall not assign,sell,pledge. mortgage, encumber or in any manner transfer any interest they may have in the Assets,nor sublet the same,without the prior written consent of the Landlord. Any sublease of the Lease Premises or assignments of the Assets executed by Tenant shall incorporate this Lease("the Underlying Lease")in its entirely and be subject to its terms. The sublease shall also require the sub-lessee to attorn to Landlord at Landlord's option in the event of default by Tenant under the terms of the Underlying Lease. and Tenant does hereby grant Landlord the irrevocable power of attorney to affect the same. Consent by Landlord to one or more assignments of this Lease or to one or more sub-lettings of the Lease Premises or assignments of Assets shall not operate as a waiver of Landlord's rights under this article as to any subsequent assignments or subletting, nor release Tenant or any guarantor of Tenant of any of its obligations under this Lease. nor be construed or taken as a waiver of any Landlord's rights or remedies under this Lease. No interest in this Lease shall pass to any trustee or receiver in bankruptcy,to any estate ol'the Tenant,to any assignee of the Tenant for the benefit of creditors,or to any other party by operation of law or otherwise without Landlords consent. No consent to assignment or subletting shall be granted if Tenant is then in default under this Lease. Landlord shall receive(i)all increase in minimum rents and(ii)all increases in percentage rents resulting from increases of the percentage ratio paid by an assignee or sub-lessee. Tenant shall not share to any extent in such rents. 21. LANDLORD'S SALE. In the event of any sale of the Lease Premises by Landlord. including sales by foreclosure or a deed in lieu thereof, Landlord shall he, and is.entirely freed and relieved of all liability under any and all of this covenants and obligations contained in or derived from this Lease arising out of any act or omission occurring after the consummation of sale or lease; and the purchaser or lessee shall. during the period of its ownership or lease term, be deemed without any further agreement between parties to have assumed and agreed to carry out any and all of the covenants and obligations of Landlord under this Lease. All subsequent purchasers or lessors shall similarly be freed and relieved of all liability hereunder subsequent to the 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 10 date of such sale or lease by them. In the event of any such sale or lease,the Tenant agrees to attom to and become the Tenant of Landlord's successor-in-interest. • 22. DEFAULT. This Lease is made on the condition also that. if any one or more of the following events(herein referred to as an "event of default") shall happen: A. Tenant shall default in the timely payment of the minimum rent,percentage rent or any other amounts payable hereunder; and such default shall continue for three(3) days following the receipt of written notice from Landlord: or B. Tenant shall neglect or fail to perform or observe any of the other covenants herein contained on"l enant's part to be performed or observed. and Tenant shall fail to remedy the same within fifteen (15)days after Landlord shall have given to Tenant written notice specifying such neglect or failure(or within such period,if any,as may he reasonably required to cure such default. if it is of such nature that it cannot be cured within said fifteen (15)days period, provided that Tenant shall have commenced to effect such cure and shall proceed with due diligence to complete such cure);or C. Tenant shall i)be adjudicated a bankrupt or insolvent, or(ii)file a petition in bankruptcy or for reorganization or for the adoption of an arrangement under the Bankruptcy Act(as now or in the future amended),or(iii)make an assignment of its property for the benefit of this creditors; or D. :tenant shall vacate or abandon the Lease Premises; or L. Tenant shall be in default under that certain lease of personal property bearing even date herewith for lease of assets related to the operation of a restaurant on the Lease Premises; then in any one or more of such events landlord shall have the right. at its election, provided Landlord has given prior written notice to Tenant then or at any time thereafter and while such event of default shall continue.either: (I) To give Tenant written notice of Landlord's intention to terminate this Lease on the date of such given notice or any later date specified therein,and on such specified date Tenant's right to possession of the Lease Premises shall cease and this Lease shall thereupon be terminated; or (2) Without further notice,to re-enter and take possession of the Lease Premises,or any part thereof,and repossess the same as of Landlord's former estate, and expel Tenant and those claiming through or under Tenant,and remove the effects of either or both (forcibly, if necessary)without being deemed guilty of any manner of trespass and without prejudice to any remedies for arrears of rent or preceding breach of covenants. Should landlord elect to re-enter as provided in this Section D, or should 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 11 Landlord take possession pursuant to legal proceedings or any notice provided for by law. Landlord may, from time to time,without terminating this Lease, relet the Lease Premises, or any part thereoff, on behalf of Tenant for such term or terms, and at such rent or rents.and upon such other terms and conditions as Landlord may deem advisable (which may include concessions and free rent)with the right to make alterations and repairs to the Lease Premises. No such re-entry or taking of possession of the Lease Premises by Landlord shall be construed as an election on Landlord's part to terminate this Lease, unless a written notice of termination be given to Tenant. In the event Landlord does not elect to terminate this Lease, but on the contrary, elects to take possession, then such repossession shall not relieve Tenant of its obligation and liability under this Lease,all or which shall survive such repossession. In the event of such repossession.Tenant shall pay to Landlord as rent: a. The minimum rent and percentage rent (computed on the basis the percentage rent paid during the preceding percentage rent period closest to the date of default)and other sums as hereinbefore provided, which would be payable hereunder if such repossession has not occurred: less b. The net proceeds.if any.of any reletting,or the value of the Landlord's use, if any. of the Lease Premises after deducting all of Landlord's expenses in connection with such relening, including,but without limitation,all repossession costs, brokerage commissions, legal expenses, attorneys fees, expenses of employees,necessary alteration costs and expenses of preparation of such reletting. Tenant shall pay such rent to Landlord on the days on which the minimum rent would have been payable hereunder if possession and not been retaken. and Landlord shall he entitled to receive the same from Tenant on each such day. If Landlord shall he required to commence any action or proceeding to collect the foregoing amounts,or to enforce any other obligation of the Tenant under this Lease. landlord shall be entitled to a reimbursement of all costs and expenses incurred in said matter. including reasonable attorney's fees. After repossession of the Lease Premises, Landlord may procure the appointment of a.receiver to take possession and collect rents and profits of the business of Tenant, and. if necessary to collect the rents and profits. The receiver may carry on the business of Tenant.and take possession of the personal property used in the business of Tenant, including inventory,trade fixtures,and furnishings and use them in the business without compensating Tenant. Proceedings for appointment of a receiver by the Landlord,or the appointment of a receiver and the conduct of the business of Tenant by the receiver, shall not terminate and forfeit this Lease, unless Landlord has given written notice of termination to tenant as provided herein. I£however. this Lease is terminated by a court of lawful.jurisdiction, Landlord shall be entitled to recover as damages from the Tenant the excess, if any, of the 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 12 • minimum rent reserved in this Lease for the balance of the term hereof over the then reasonable rental value o f the Lease Premises for the same period, plus all of Landlord's costs of reletting the Lease Premises including,but not limited to,repair, alteration and preparation of said Lease Premises for reletting, and any brokerage commission paid or due to any agent of Landlord,which amounts shall be immediately due and payable by 'tenant to Landlord. It is agreed that the then "reasonable rental value" shall be the amount of rent which Landlord may then reasonably obtain as rent for the remaining balance of the term. in addition, all cost incurred in connection with collecting such Sum, including reasonable attorneys'fees and cost, shall be recoverable by Landlord from Tenant. In the event that the Landlord commences summary proceedings in the nature of a forcible entry and detainer or unlawful detention for non-payment of a minimum rent, percentage rent,additional rent,or for Tenant's failure to perform its other obligations hereunder. Tenant agrees not to file a counterclaim against Landlord in said proceedings, and not to consolidate claims against Landlord in said proceedings; however. Tenant does not waive its right hereunder to bring any later action against Landlord for damages. The commencement of such proceedings shall not be deemed to terminate the Lease. If Tenant should contest such summary proceedings, it shall post a bond in favor of Landlord for the amount due and for future damages upon termination of this Lease. 24. LATE RENT PAYMENT. In the event that the Tenant fails to pay when the same are due and payable any minimum rent,percentage rent, additional rent or any obligation hereof which may be satisfied by the payment of money, Tenant shall pay a penalty of$200.00. The late charge shall not he in derogation of any other tight which the Landlord may assert. Additionally.Tenant shall pay a$50.00 charge for any checks written to Landlord which are returned due to insufficient funds. 25. LIEN ON PERSONALTY AND FORFEITURE OF PERSONALTY. Subject to any purchase money security interest on such items,Land hereby entitled to a lien upon any and all furniture, fixtures and equipment belonging to the Tenant and used at, in or upon the Lease Premises, whether acquired by the Tenant before or after execution of this Lease to secure the due payment of rent and other liabilities of the Tenant hereunder. Upon failure of the Tenant to pay any part of such rent or other liability and after due notice as required by article 28 hereinafter,the Landlord, with further notice or demand,may possess and sell such property at public or private sale (and Landlord may be a purchaser at such sale)and otherwise avail itself of all rights and remedies then available under the Uniform Commercial Code as enacted in the state of Colorado. To accomplish the foregoing, Tenant agrees,at the request of Landlord, to execute a satisfactory security agreement and financing statement. Tenant does hereby grant to Landlord its irrevocable power of attorney for the purpose of executing such instruments, if Tenant fails to execute the same immediately upon request. Additionally or in the alternative, as the case may be. Tenant agrees that within fi iteen (t 5) clays of termination of this Lease or repossession of the Lease Premises by 05/07/2004 09:28 3034583935 TIEMPO MOPTrArr PAGE 13 Landlord without termination whichever first occurs, by way of default or otherwise, it shall remove all personal property for which it has the right to ownership. Any and all property of Tenant not removed within said 15-day period shall irrevocably become the sole property of Landlord. Tenant waives all rights to notice and all common law and statutory claims and causes of action which it may have against Landlord subsequent to said 15-day period as regards the storage, destniction, damage, loss of use and ownership of the personal property affected by the terms of this paragraph. Tenant acknowledges Landlord's need to rclet the premises upon termination of this Lease or repossession of the premises, and understands that the forfeitures and waivers provided herein are necessary to aid said reletting. 26. NON-DISTURBANCE AND SUBORDINATION. This Lease Agreement shall be subject and subordinate to: (i) any reciprocal easement agreements or any other casements and (ii)the lien of any first mortgage,which Landlord may now or hereafter place upon the Lcasc Premises,and to all terms,conditions and provisions thereof. to all advances made,and to any renewals,extensions, modifications or replacements thereof. Provided, however, that if the Lease Agreement is in full force and effect, the right of possession of Tenant to the Lease Premises and Tenant's rights arising out of this lease Agreement shall not he affected or disturbed by the mortgage in the exercise of any of its rights under the mortgage or the note secured thereby,nor shall Tenant he named as a party defendant to any foreclosure of the lien of mortgage, nor in any other way he deprived of its rights under this Lease Agreement. in the event that the mortgagee shall agree to the sale of the Lease Premises pursuant to the exercise of any rights and remedies to this Lease Agreement and the rights of the Tenant hereunder. Tenant agrees to attom to the mortgage or such person who may acquire title as its new Landlord, and the Lease Agreement shall continue in full force and effect as a direct lease between Tenant and mortgagee or such other person, upon all the terms,covenants and agreements set forth in this Lease Agreement. Tenant agrees to and does hereby appoint Landlord as its attorney-in-fact to execute or obtain execution of such instruments as may he necessary to effectuate said subordination,sale, foreclosure, and attornment. Such instruments may require Tenant to notify the mortgagee of defaults by Landlord hereunder.to make rental payments to the mortgagee at a reasonable time to cure defaults hereunder, if Landlord has not done so. 27. NOTICES. All notices to he given hereunder by either of the parties shall be in writing. Any notice may be served by Landlord upon the Tenant personally by delivering the same to an employee of Tenant,or to Tenant directly. Any notice shall also be deemed duly served by either party if mailed by registered or certified mail,return receipt requested,with proper postage prepaid, addressed to each party at its address first written above. Either party may change the address to which notices may be sent by delivering a copy thereof to the other party in the manner aforesaid. If services shall be made by registered or certified mail,such service shall be complete as of the next day following the mailing of such notice in the manner aforesaid. 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 14 lit. DEPOSIT. Tenant will deposit with the Landlord,the sum of$1.000 as follows: One Thousand Dollars($1.000.00) on the execution of this document, and thereafter will keep on deposit at all times during any option term that total sum, as security for the payment by Tenant of the rents during any option period and for the faithful performance of all the terms,conditions and covenants hereof. lf, at any time during the term,Tenant shall be in default in the performance of any provision of this [case. Landlord shall have the right to use said deposit, or so much thereof as necessary, in payment of any rent in default.or at the option of landlord.the same may be retained by Landlord. In such event Tenant shall, on written demand of Landlord, forthwith remit to Landlord a.sufficient amount of cash to restore said deposit to its original amount. In the event said deposit or as much thereof as has not been utilized for said purpose, shall he refunded to Tenant, without interest, upon full performance of this Lease by Tenant. Landlord shall have the right to commingle said deposited with other funds of Landlord. Landlord may deliver the funds deposited herein by Tenant to the purchaser of landlord's interest in the Lease Premises in the event such interest is sold, and,thereupon, Landlord shall he discharged from further liability with respect to such deposit. Said deposit shall not he considered as liquidated damages,and if claims of Landlord exceed said deposit. Tenant shall remain liable for the balance of such claims. 29. OPTION TO EXCEED. As additional consideration for the execution of this lease, the Landlord grants to the Tenant one option to extend the term of this Lease for an additional five-year period upon the same terms and conditions herein contained, except for fixed minimum monthly rental and the extension option granted herein, so long a5 the Tenant is not in default in the payment of rent or performance of its other obligations under this lease. 'the minimum monthly rental for the first year of the option period shall be market value, and there shall he reasonable increases tirr each year thereafter, in no event shall the minimum rent for any lease year of any additional period be less than the minimum rent due for the lease year immediately preceding the period to be adjusted. If the Tenant elects to exercise an option hereunder. it shall do by giving the Landlord written notice of such election at least three(3)months before the beginning of the additional period for which the term hereof is to be extended by the exercise of such option. if the Tenant gives such notice, the term of this Lease shall be automatically extended for the additional period of years covered by the option so exercised without execution of an extension or renewal lease. 30. MISCELLANEOUS Liens- The Tenant shall not permit mechanics', materialmen's or other liens against the Lease Premises in connection with any labor,materials,equipment, or services furnished, or claim to have been furnished. If any such lien shall be filed against the Lease Premises. Tenant shall cause it to he discharged at its sole cost and expense; provided, however, that if Tenant desires to contest any such lien, it may do so, so long as the enforcement thereof is stayed. In the event such a stay is obtained. Tenant shall obtain title insurance in the amount of the lien or liens(including interest and costs)for the benefit of Landlord should landlord desire the same for any period during which a lien or liens exist on the Lease Premises. In such event Tenant shall, if necessary,pay required 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 15 • title insurer's requirements,pay escrow costs and fees.pay the attorneys'fees of Landlord, and sign indemnity agreements in favor of the title insurer. Relationship of Panics. Nothing contained herein shall he deemed or construed by the parties hereto, nor by any third party.as creating the relationship of principal and agent or a partnership or a joint venture between the parties hereto, it being agreed that neither the method of computation of rents nor any other provision set forth herein nor any acts of the parties herein shall be deemed to create any relationship between the parties hereto other than the relationship of Landlord and Tenant. Representation. The Tenant acknowledges and agrees that it has not relied upon any statements, representations,agreements or warranties, except such as are expressed in this Lease. Amendments or Modifications. No amendment or modification of this Lease or any approvals or permission of the Landlord required under this Lease shall he valid or binding unless reduced to writing and executed by the parties hereto in the same manner as the execution of this Lease. Grammatical Changes. Wherever the words "Landlord" and "Tenant"are used in this Lease, they shall include"Landlords"and "Tenants"and shall apply to persons, both men and women, companies, partnerships and corporations. Wherever the words "mortgage" or "mortgages" are used herein the same shall be deemed to include a deed of trust or trust deed,and the word "lender" shall include a mortgagee of a mortgage or a beneficiary of a deed of'trust or trust deed. All references to the term of this Lease shall include any extension of the term. except as otherwise provided. All references to Tenant shall include Tenant's guarantors, assignees or sub-lessees. All reference to the singular shall include the plural,and vice versa. Section Headings. The section headings are inserted herein only for convenience of reference and shall in no way define, limit or describe the scope or intent of any provisions of this Lease. Binding Effect. Subject to the provisions hereof,the benefits of this Lease and the burdens hereunder shall respectively inure to and be binding upon the heirs, successors, personal representatives and assigns of the parries. Force Majeure. Whenever a period of time is herein provided for either party to do or perform any act or thing, there shall be excluded from the computation of such period of time any delays due to strikes, riots, acts of god. shortages of labor or any cause or causes. whether or not similar to those enumerated, beyond the parties'reasonable control or the reasonable control of their agents, servants, employees and any contractor engaged by them to perform work, in connection with this Lease. 05/07/2004 09:28 3034583935 TIE*O M0RTGARF PAGE 16 • Personal Property Taxes. Tenant shall pay before delinquency any personal property taxes attribute to the furniture, fixtures, merchandise,equipment.or other personal property situated on the Lease Premises. If any such personal property taxes are levied against the Landlord or Landlord's property,and if the Landlord pays the same(which Landlord shall have the right to do)of if the assessed value of Landlord's premises is increased by the inclusion therein of a value placed on such property,and if Landlord pays the taxes based on such increased assessment(which Landlord shall have the right to do), Tenant upon demand shall repay to Landlord the taxes so levied against the Landlord or the proportion of such taxes resulting from such increase in the assessment. Non-Waiver. No waiver of condition or covenant of this Lease by either party hereto shall be deemed to imply or constitute a further waiver by such party of the same or any other condition or covenant. No act or thing done by Landlord or Landlord's agents during the term hereof shall be deemed as acceptance or a surrender of the Lease Premises.and no agreement to accept such surrender shall be valid unless in writing signed by Landlord. The delivery of Tenant's keys to any employee or agent of Landlord shall not constitute a termination of this Lease unless a written agreement has been entered into with landlord.ol'a lesser amount than the minimum monthly rent herein stipulated rent.nor shall any endorsement or statement or any check or any letter accompanying any check,or payment as rent, be deemed as accord and satisfaction, and Landlord shall accept such check for payment without prejudice to Landlord's right to recover the balance of such rent or pursue any other remedy available to the Landlord. if this Lease he assigned.or if the Lease Premises or any part thereof he sublet or occupied by anyone other than the Tenant. the Landlord may collect rent from the assignee, subtenant or occupant and apply the net amount collected to the rent herein reserved, but no such collection shall he deemed a waiver of the covenant herein against assignment and subletting,or the acceptance of the assignee.sub-tenant, or occupant as tenant.or a release of the Tenant from the complete performance by the Tenant of the covenants herein contained on the part of the Tenant to be performed. Reimbursement of Attorneys'Fees and Costs. In the event either party takes legal action against the other in order to enforce the terms of this Least the party in whose favor final judgment is entered shall he entitled to recover from the other party its reasonable attorneys'fees and costs. Short Form Lease and Notice to Mortgagee. The landlord and the Tenant agree not to place this Lease of record,but upon the request of either party to execute and acknowledge so,the same may be recorded as a short form lease indicating the names and respective addresses of the Landlord and Tenant.the i Pact Premises,the lease term and options for renewal. if any, but omitting rent and other terms of this Lease. Tenant agrees to an assignment by Landlord of rent and of the Landlord interest in this Lease to a mortgagee, lithe same he made by Landlord. Tenant further agrees that Tenant will give to said mortgagee a copy of any request for performance by landlord or notice of default by Landlord;and in the event Landlord fails to cure such default.the Tenant will give said mortgagee a reasonable period in which to cure the same. Said period shall begin 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 17 • with the last day on which Landlord could cure such default, before Tenant exercise any remedy by reason of such default. Changes in Provisions of Lease: Lender-Insurer Documents. It is understood that in order to construct the Building on the leased premises and to complete the improvements thereon. Landlord must obtain financing from a lender. Tenant agrees to make any modifications in the terms and provision of this Lease, if not relating to amounts of monies to be paid by tenant, in order to comply with any request of such lender,and to execute such documents as are necessary to obtain financing and insurance. Estoppel Certificates. At any time and from time to time but within ten(10) days after prior written request by Landlord, Tenant will execute, acknowledge and deliver to landlord, promptly upon request,a certificate certifying(a)that this Lease is unmodified and in full force and effect or,if there have been modifications,that this Lease is in full force and effect or, if there have been modifications, that this Lease is in full force and effect. as modified, and stating the date and nature of each modification.(b) the date, if any.to which rent and other sums payable under this Lease have been paid, (c)that no notice has been received by Landlord of any default which has not been cured, except as to defaults specified in said certificate, and(d)such other matters as may be reasonably requested by Landlord. Any such certificate may be relied upon by any prospective purchaser or existing or prospective mortgagee or beneficiary under any deed of trust of the Building. Basements. The Landlord shall have the right to grant any easements on,over, under and above the Lease Premises for such purposes as Landlord determines, provided that such easements will not materially interfere with Tenant's business. I folding Over. In the event that Tenant remains in possession after the expiration of this Lease, without execution of a new Lease. Tenant shall be deemed to occupy the Lease Premises as a tenant from month-to-month,subject to all conditions,provision and obligations set forth herein insofar as the same are applicable to a month-to-month tenancy. Time is of the Essence. Time is of the essence hereof and each party shall perform its obligations and conditions hereunder within the time hereby required. Unenfomeahility. If any clause or provision of this Lease is illegal,invalid or unenforceable under present or future laws effective during the term of this Lease, then and in that event it is the intention of the Parties hereto that the remainder of this Lease shall not be affected thereby,and it is also the intention of the parties to this Lease that in lieu of each clause or provision of this Lease that is illegal invalid or unenforceable,there he added as a pan of this Lease a clause or provision as similar in terms to such illegal, invalid or unenforceable clauses or provision as may be possible and be legal. valid and enforceable. 05/07/2004 09:28 3034583935 TIEMPO MORTGAGE PAGE 18 • .R$lhts and Remedies. The remedies of the Landlord shall be cumulative,and no one of them shall be construed as exclusive of the other,or any remedy provided by law. The rights and remedies provided hereunder shall survive the termination of this Lease. Financial Statements. Tenant and any guarantors of Tenant's obligations hereunder shall provide their most recent financial statements(s)including statements of income and expense and statements of net worth within fifteen(15)days following the request of Landlord. Landlord may request said statements once during any year. Said statements shall be verified as being true and correct, Limitation of Landlord Liability. In no event shall Landlord be liable to Tenant for any failure of any other tenant in the Lease Premises to operate its business. Notwithstanding anything to the contrary provided in the Lease, it is specifically understood and agreed. such agreement being a primary consideration for the execution of this Lease by Landlord, that there shall be absolutely no personal liability on the part of Landlord, its successors, assigns, legally appointed representatives, or any mortgages in possession(for the purposes of this paragraph collectively referred to as("Landlord")with respect to any of the terms,covenants and conditions of this Lease.and that Tenant shall look solely to the equity of landlord in the Lease Premises of which the Lease Premises are a part for the satisfaction of each and every remedy of Tenant in the event of any breach by Landlord of any of the terms,covenants and conditions of this Lease to be performed by Landlord, such exculpation of liability to be absolute and without any exception whatsoever. Execution of Related Documents. On the execution of this lease,Tenant shall also execute and tender to Landlord a statement regarding the lease of personal property suitable for filling with any statement agency to evidence such lease of the Assets. Exhibits and Addenda. The following Exhibits and Addenda attached to this Lease arc incorporated herein and made a part hereof by this reference: a. Addendum (Rent Schedule). In the event that any Exhibits and/or Addenda mentioned in this Lease are not attached hereto. the intention to omit them shall he conclusively presumed and their absence shall not vitiate this Lease. landlord Finish. Tenant accepts the leased premises in "as is" condition. IN WITNESS WHEREOF, the parties hereto have executed this Lease the day and year first above written in duplicate copy. LANAI- .ORD: N • I)1/1.6 Ma Si es �(//.�_ Mary Pr' • Mary Sipres, Pre nt(Sipres Lounge, Inc.) Recorded at_ o'clock—___a. Reception No. .__ _.._._._______. .______Recorder QUITCLAIM DEED ^ THIS DEED,Made this t 1 day of 1 f R I L . 19 96 between Tory iv (4. ' i psi.c /4N,:i MI-14y 1), S. pa-s of the FT/,t,lp Toro *County of We L-D and State of Colorado,grantor(s),and /y»,y P. S ,,aA.D5 whose legal address is ihic'C wC1.2. 27 — of the Pr, /-i.{�/jtil/ County of U,)e.4 and State of Colorado,grantee(s), WITNESSETH,That the grantor(s),for and in consideration of the sum of Dollars the receipt and sufficiency of which is hereby acknowledged,ha remised,released,y sold and QUITCLAIMED,and by 5'these presents do remise,release,sell and QUITCLAIM unto the grantee(s),' �la heirs,successors and assigns, forever,all the right,title,interest,claim and demand which the grantor(s)ha in and to the real property,together with improvements,if any,situate,lying and being in the County of (,(fed) and State of Colorado,described as follows: 4 -1( Cl. 6 4 L/3Nei I y T He. fV w '/'f o-f TNe- 5 Lt: yy o + Sect v, oL` J Tow,ysA 3 1- /44 kilt M 'u`le 64 LA -f c4 7AC 6 12 Ian• (AA Id Cc n-t•y) Ce o/i,�do; ky sloe• tve 5t of �/-Ve A. ler of Ltd/4y -y O- he. 11 iv.civ P/Icr/rc (2/3' 2—tAl1yC? . /-1 e\ cJc2nc-t 6f 51-Rif' 1-1 ;y Gt'Hy / t Kr- y't/4- yr4,E'rc' L O-l.. LA iv` d Co t- b y Dee , ecoi: cb /i0 teo/< 1190 /1-f 16-7c 30. • 2486470 B-1543 P-267 04/18/96 12:03P PG 1 OP 1 REC DOC Weld County CO Clerk & Recorder 6.00 also.known by street and number as: / *90 W id CC UAI?7 yc'.o qA .assessor's schedule or parcel number: TO HAVE AND TO HOLD the same,together with all and singular the appurtenances and privileges thereunto belonging or in anywise thereunto appertaining,and all the estate,right,title,interest and claim whatsoever,of the grantor(s),either in law or equity, i to the only proper use,benefit and behoof of.the grantee(s) heirs and assigns forever. IN WITNESS W REOF,The grantor(s)ha executed this deed on the date set forth above. A r ) STATE OF COLORADO, �/� ss. County of alas Nn-S The foregoing instrument-was acknowledged before me this 'n7 day of 19 C(6v, by Otun N. S(pres are IrYlarlj D. Stp s , My commission expires I OIPA I q Tj Witness my hand and official seal. t. . 7 a. M o,. • II" "If in Denver,insert"City and". Name and Addeen of Pena Creating Newly Created Legal Description(§38-35-106.5.CR.S.) No,933.Rev.4-94. QUITCLAIM DEED CY Bradford Publishing.1743 Waru St..Denver,CO 80202—(303)292-2500-2-96 Recorded at o'clock M, on Book Page Reception No. Recorder e L9'Varmryy6Deed n . THIS DEED is a conveyance of the real property described below, including any improvements and other appurtenances (the "property")from the individual(s),corporation(s),partnership(s),or other entity(ies).named below as GRANTOR to the individual(s) or entity(ies) named below as GRANTEE. The GRANTOR hereby sells and conveys the property to the GRANTEE and the GRANTOR warrants the title to the property, except for(1)the lien of the general property taxes for the year of this deed,which the GRANTEE will pay(2)any easements and rights-of-way shown of record(3) any patent reservations and exceptions(4)any outstanding mineral interests shown of record(5) any protective covenants and restrictions shown of record,and(6)any additional matters shown below under"Additional Warranty Exceptions". The Specific Terms of This Deed Are: Grantor: (Give name(s)and place(s)of residence;if the spouse of the owner-grantor IS joining in this Deed to release homestead rights,identify grantors as husband and wife.) UNITED SPANISH AMERICAN ASSOCIATION, a dissolved corporation, acting by and through a majority of the surviving members of its last known • Board of Directors Grantee: (Give name(s) and address(es);statement of address,including available road or street number,is required.) JOHN N. SIPRES AND MARY D. SIPRES 2630 West Yale Avenue Denver, Colorado 80219 Form of Co-Ownership: (II there are two or more grantees named,they will be considered to take as tenants in common unless the words"in joint tenancy"or words of the same'meaning are added in the space below.) in joint tenancy Property Description: (Include county and state.) A tract of land lying in the NW7 of the SW1 of Section 29, Township 1 North, Range 66 West of the 6th P.M. , Weld County, Colorado, lying West of the right of way of the Union Pacific Railway Co. and East of State Highway No. 2, except a parcel of land conveyed by Deed recorded in Book 1190 at Page 330. D.F. 12.50 • Property Address: 1490 Weld County Road 27 Consideration: (The statement of a dollar amount is optional,adequate consideration for this deed will be presumed unless this conveyance is identified as a gift;in any case this conveyance is absolute,final and unconditional.) ONE HUNDRED TWENTY FIVE THOUSAND AND NO/100 DOLLARS ($125,000.00) Reservations-Restrictions: (If the GRANTOR intends to reserve any interest in the property or to convey Iasi than he owns,or it the GRANTOR is restricting the GRANTEE'S right in the property,make appropriate indication.) Ft, (D O O n Additional Warranty Exceptions: (Include deeds of trust being assumed and other matters not covered above.) 5 to m c 3 0 Executed by the Grantor on September 19 1g 84 Signature Clause for Corporation.Partnership or Association: Signature Clause for Individual(s): UNITED SPANISH AMERICAN ASSOCIATION, A DISSOLVED CORPORATION Name of Grantor: Corporation, Partnership or Association Grantor • Salat2y/AbDyyta Grantor By / % e) n LA. TU1 Abel Martinez Attest: Grantor STATE OF COLORADO COUNTY OE,' Weld ) ss. The fore9oing'fnstrument was acknowledged before me this 19th day of September . 19 84 By. Sal l�,/ AAbe to and Abel Martinez, survivin members of last Board of Directors of .•'Vriite¢dY. Sp}aanish American Association, a dissolved corporation WITNESS my hand attd aft'Crat seal. _ My eommlNlon I es:'. it - My .October 20, 1985 Notary Public STATE OF. '1-C' ) COUNTY OF ss. 1221 8th Avenue Greele , Colorado. The foregoing instrurnenbwas'acknowledged before me this y tlay of 19 Br ('name individual Grantor(s)or if Grantor is Corporation,Partnership or Association,then identify signers as president of vice president and secretary or assistant secretary of corporation;or as partner(s)of partnership;or as authorized member(s)of association.) WITNESS my hand and official seal. My commission expires: Notary Public a 1981 UPDATE LEGAL FORMS /^T NO.201 (.72/ 51 P.O.Box 1815-Greeley, Colorado 80632 BUY & SELL AGREEMENT �91 THIS AGREEMENT, made and entered into this — day of 2004 by and between Sipres Lounge, Inc., hereinafter re to as the"PURCHASER" and odulo Varela, Inc. hereinafter referred to as "SELLER". WHEREAS,the SELLER is the owner of the business being operated under the name of Teo's Lounge and Grill located at 1490 WCR 27. Brighton, CO 80603, and the SELLER desires to sell to the PURCHASER all of his rights,titles, and interest in and to said business, including all furniture, fixtures,equipment, signs,goodwill, non-compete for said business, and the PURCHASER is willing to buy the same on the terms and conditions hereinafter provided. Purchase price shall be Fifty Six Thousand Dollars,($56,000),the return of$5,000 security deposit and release of promissory note(see exhibit B). NOW, THEREFORE, it is mutually agreed as follows: I. The SELLER shall sell and the PURCHASER shall purchase, free from all liabilities and encumbrances, the said business owned and operated by the SELLER at the premises located at 1490 WCR 27, Brighton, CO 80603 including the goodwill as a going concern,the lease to such premises,the fixtures, furniture,equipment, signs,goodwill,non-compete and trade name including but not limited to all items listed in Exhibit"A" (Asset list)for the entire purchase price of$56,000 in cash, $5,000 return of security deposit and full release of the remaining balance(as of May 15,2004)of promissory note dated January 3, 2003 and due to Sipres Lounge, Inc. PURCHASER shall pay $56,000 in cash, cashiers check of certified funds at the time of closing, which amount shall be adjusted by prorations to the date of closing. In addition, the$5,000 security deposit will be returned in Teodulo Varela, Inc. 2. The SELLER agrees to pay maximum of one hundred dollars for transferring and/or for writing a new lease. The PURCHASER agrees to assume all responsibilities upon said lease after closing. 3. The SELLER shall comply with all the provisions of the Colorado law and any and all laws which are applicable or may be required to insure a valid and effective transfer of the business and the enumerated assets as contained in and provided for under this Agreement. FURNITURE AND FIXTURE LIST(EXHIBIT"A")TO BE ATTACHED UPON ACCEPTANCE OF THIS CONTRACT. 4. The closing shall take place at: on or before , or as soon thereafter as all conditions can be fulfilled. At the time of closing. all keys to the same premises,the bill of sale and other instruments of transfer of the said business and the property thereof shall be delivered by the SELLER to the PURCHASER, and the monies to be paid hereunder shall be paid by the PURCHASER. Upon completion of the said payment and the said transfer. the said sale shall be effective and the PURCHASER shall have possession of the said business. 5. The parties hereto agree to execute any and all documents that may be necessary to carry out the terms of the Agreement. The SELLER covenants with the PURCHASER that all of the assets specified in the assignment to be delivered at the closing will transfer to the PURCHASER, all the assets specified in the inventory free of all encumbrances, except: none , and said bill of sale and documents of assignment will contain the usual warranties and affidavit of title. 6. Prior to closing or from the proceeds of the closing the SELLER shall pay all taxes of the business so that the same shall be fully paid and current at the time of closing. The payment of said taxes shall include all taxes to the United States Government,the State of Colorado, the County of Weld, and the City of Brighton, and shall include, although not necessarily to be limited to, sales tax, use tax, withholding tax, personal property tax, income tax, FICA, unemployment taxes and workmen's compensation. The business shall be free of all liens, EXCEPT none 7. The SELLER warrants to the PURCHASER that all of the assets being sold hereunder are in good working order and will be in good working order on the day of closing. Further,the SELLER agrees not to dispose of any assets of the business from the date of this contract to the date of closing. PURCHASER may,at his sole expense and option, conduct a complete mechanical inspection within 5 days after both parties have signed this agreement. 8. Any addendum which are attached to this Agreement are incorporated herein by reference and made an integral part hereof. 9. Prior to closing, a physical walk through and inspection of the assets and stock in trade shall be taken by the PURCHASER and SELLERS. The actual inventory will be taken on the day prior to closing by the PURCHASER and SELLER together, and at closing PURCHASER shall pay, upon completion of this inventory,the full "at cost" amount to the SELLER. Inventory may be taken by an independent party, and the cost shall be split half and half by PURCHASER and SELLER. will not be involved with the taking of the inventory. 10. SELLER covenants to and with the PURCHASER that said SELLER agrees for a period of 2 years from the day of closing the SELLER will not directly or indirectly, either as principal, agent, manager,owner, partner, stockholder, director or officer of a corporation, or otherwise, engage or become interested financially or otherwise in any LIKE business hereby sold, within a radius of 10 miles from 1490 WCR 27, Brighton, CO 80603. II. The PURCHASER shall have the right to assign the restricted non-compete covenant contained hereinabove in Paragraph 11 in the event that PURCHASER desires hereafter to sell the said business, and the SELLER agrees to remain bound by the terms of the said restricted covenant to any and all subsequent purchasers and assigns of the said business. 12. This agreement is specifically contingent upon the PURCHASER obtaining all necessary licenses for the continued operation of said business. PURCHASER agrees to make application to the appropriate authorities for such approval and shall diligently pursue such application by furnishing and filing all information and documents required by such authorities. Evidence of the approval of such authorities shall be a condition precedent to the obligations of the PURCHASER hereunder. PURCHASER shall receive full cooperation from the SELLER in this matter. An automatic extension of not more than fifteen (I5)days is hereby agreed to by the parties hereto if the only unfilled conditions hereunder is the transfer of any necessary licenses. 13. It is not intended by the parties that the accounts receivable of the SELLER be sold or assigned to the PURCHASER,and the PURCHASER agrees to deliver to the SELLER and all mail or payments received by the PURCHASER after the date closing which are intended for the SELLER. 14. Any allocation of the purchase price between tangible goods such as fixtures, and intangibles such as goodwill, shall be negotiated, if desired, between the parties hereto, but no such allocation, or failure to arrive at any allocation, shall effect the validity of this contract nor effect the obligation of each party to complete this contract. I5. All warranties, covenants and representations made by the parties to this Agreement shall survive the closing. 16. The business will be conducted by the SELLER up to the date of closing according to and conforming with all laws,rules and regulations of the city, state and federal government. Up to the date of closing the SELLER will operate and maintain his business in the ordinary course,will not violate the terms of any lease or contract connected with the business, will not remove or cause to be removed any stock-in-trade except as it may be consumed in the regular course of trade, and will not increase the compensation payable to any of the employees of the business. 17. SELLER assumes all risk of the regular financial responsibilities of the business fully, up the date of closing. The SELLER assumes all risk of loss,destruction or damage due to fire or other casualty up to the time of closing. 18. Time is of the essence hereof, and if any payment or other condition hereof is not made, tendered,or performed by either the SELLER or PURCHASER as herein provided, then this agreement, at the option of the party who is not in default,may be terminated by such party, in which case the non-defaulting party may recover such damages as may be proper. In the event of such default by the SELLER, and the PURCHASER elects to treat the contract as terminated,then all payments hereon shall be returned to the PURCHASER. In the event of such default by the PURCHASER, and the SELLER elects to treat the contract as terminated, than all payments made hereunder shall be forfeited and retained on behalf of the SELLER. In the event, however,the non-defaulting party elects to treat this contract as being in full force and effect,then nothing herein shall be construed to prevent its specific performance. Once all conditions have been satisfied,the obligations of the parties may be specifically enforced by either party as long as that party is not in default hereunder. In the event of a dispute between the parties resulting in a civil case being filed,the successful party shall receive an award that includes his reasonable attorney's fees and costs incurred. 19. As time is of the essence, in the event the SELLER fails to approve this instrument in writing on or before May 1-2004 then this contract, at PURCHASER'S option shall be void and of no effect and each party hereto shall be released from all obligations hereunder and the payments made hereunder shall be returned forthwith to PURCHASER. 20. Upon approval hereof by the SELLER,this agreement shall become a contract between SELLER and PURCHASER and shall inure to the benefit of the heirs, successors and assigns of said parties,and shall survive the date of the closing. 21. ADDITIONAL PROVISIONS: SELLER TO FURNISH A FURNITURE & FIXTURE INVENTORY UPON ACCEPTANCE OF THIS CONTRACT. 22. Credit,reductions,and adjustments for ongoing expense such as Personal Property Tax, Rent, Work in progress, Security Deposit, and similar items shall be prorated to closing date. 23. COMPANY DEPOSITS: Any and all amounts currently on deposit for the benefit of the business such as security deposits, utility service, insurance. etc. are and shall remain the sole property of the SELLER and are not included as part of this transaction. PURCHASER shall, effective with the closing, deposit such amount as necessary to continue the operation of the business. 24. This agreement is expressly contingent on the happening of the following or as otherwise stated in this agreement: A. All necessary agency approvals. B. The complete and successful transfer of any license which shall not be restricted by any suspension terms, into the name of the PURCHASER. C. SELLERS full release of commercial lease agreement with Mary Sipres as of date of closing. D. SELLER and PURCHASER agree to keep this agreement and terms confidential from suppliers,employees,and clientele until the day of closing. F. PURCHASER'S approval of the mechanical condition of all equipment purchased. 25. SELLER shall indemnify and hold PURCHASER harmless against any and all claims of any person or entity, for performance or the lack of such, prior to the date of closing. PURCHASER agrees to accept full financial responsibility for the business and all claims incurred after the date of closing. REPRESENTATION AND WARRANTIES OF THE PARTIES. THE SELLER HEREBY WARRANTS AND REPRESENTS THE FOLLOWING: A. He has the title now, and will have such on the date of the closing,to all the furniture, fixtures and equipment, name and all assets of the business. B. That all outstanding debts prior to the closing will be paid for prior to or from the proceeds of the closing. C. That there are no outstanding leases, rentals,purchases or any signs, equipment,or vehicles or any other assets being transferred unless same is noted on the furniture and fixtures inventory attached. D. SELLER warrants that the business is in good standing under all federal, state, and local laws. E. SELLER warrants that he has no knowledge of any actions, proceedings, claims,or investigations against the name or business herein described. F. SELLER warrants that there are no collective bargaining agreements amongst the employees and there is no knowledge of such. G. SELLER will not incur prior to closing, liabilities, debts or other obligation,except the normal course of business, in regard to the business without notifying the PURCHASER fully. THE PURCHASER HEREBY WARRANTS AND REPRESENTS THE FOLLOWING: A. PURCHASER has the financial ability to purchase, execute and deliver under the terms of this agreement as written. B. PURCHASER understands and acknowledges that Victor Juarez is not acting as agent of the PURCHASER and has made no representation regarding the corporation or an investment of the capital stock or the assets of the business. C. PURCHASER further understands and acknowledges that any representations which may have been made by the SELLER regarding the business or an investment in the business were made without any participation or acknowledgement by Victor Juarez and that Mr. Juarez shall bear no responsibility for any such representation. ALLOCATION OF PURCHASE PRICE: FURNITURE, FIXTURES& EQUIPMENT GOODWILL g Loan Calculator Enter Values Loan Summary Loan Amount $ 40,000.00 • Scheduled Payment $ 792.05 Annual Interest Rate 7.00 % Scheduled Number of Payments 60 Loan Period in Years 5 Actual Number of Payments 60 Number of Payments Per Year 12 Total Early Payments $ - Start Date of Loan 1/1/03 Total Interest $ 7,522.88 Optional Extra Payments Lender Name: sipres lounge inc Pmt Payment Beginning Scheduled Extra Total Ending No. Date Balance Payment Payment Payment Principal Interest Balance 1 2/1/03 $ 40,000.00 $ 792.05 $ - $ 792.05 $ 558.71 $ 233.33 $ 39,441.29 2 3/1/03 39,441.29 792.05 - 792.05 561.97 230.07 38,879.31 3 4/1/03 38,879.31 792.05 - 792.05 565.25 226.80 38,314.06 4 5/1/03 38,314.06 792.05 - 792.05 568.55 223.50 37,745.51 5 6/1/03 37,745.51 792.05 - 792.05 571.87 220.18 37,173.64 6 7/1/03 37,173.64 792.05 - 792.05 575.20 216.85 36,598.44 7 8/1/03 36,598.44 792.05 - 792.05 578.56 213.49 36,019.89 8 9/1/03 36,019.89 792.05 - 792.05 581.93 210.12 35,437.95 9 10/1/03 35,437.95 792.05 - 792.05 585.33 206.72 34,852.63 10 11/1/03 34,852.63 792.05 - 792.05 588.74 203.31 34,263.89 11 12/1/03 34,263.89 792.05 - 792.05 592.18 199.87 33,671.71 12 1/1/04 33,671.71 792.05 - 792.05 595.63 196.42 33,076.08 13 2/1/04 33,076.08 792,05 - 792.05 599.10 192.94 32,476.98 14 3/1/04 32,476.98 792.05 - 792.05 602.60 189.45 31,874.38 15 4/1/04 31,874.38 792.05 - 792.05 606.11 185.93 31,268.26 16 5/1/04 31,268.26 792.05 - 792.05 609.65 182.40 30,658.61 17 6/1/04 30,658.61 792.05 - 792.05 613.21 178.84 30,045.41 18 7/1/04 30,045.41 792.05 - 792.05 616.78 175.26 29,428.63 19 8/1/04 29,428.63 792.05 - 792.05 620.38 171.67 28,808.24 20 9/1/04 28,808.24 792.05 - 792.05 624.00 168.05 28,184.24 21 1011/04 28,184.24 792.05 - 792.05 627.64 164.41 27,556.60 22 11/1/04 27,556.60 792.05 - 792.05 631.30 160.75 26,925.30 23 12/1/04 26,925.30 792.05 - 792.05 634.98 157.06 26,290.32 24 1/1/05 26,290.32 792.05 - 792.05 638.69 153.36 25,651.63 25 2/1/05 25,651.63 792.05 - 792.05 642.41 149.63 25,009.22 26 3/1/05 25,009.22 792.05 - 792.05 646.16 145.89 24,363.06 27 4/1/05 24,363.06 792.05 - 792,05 649.93 142.12 23,713.13 28 5/1/05 23,713.13 792.05 - 792.05 653.72 138.33 23,059.41 29 6/1/05 23,059.41 792.05 - 792.05 657.53 134.51 22,401.87 30 7/1/05 22,401.87 792.05 - 792.05 661.37 130.68 21,740.50 31 8/1/05 21,740.50 792.05 - 792.05 665.23 126.82 21,075.27 32 9/1/05 21,075.27 792.05 - 792.05 669.11 122.94 20,406.16 33 10/1/05 20,406.16 792.05 - 792.05 673.01 119.04 19,733.15 34 11/1/05 19,733.15 792.05 - 792.05 676.94 115.11 19,056.21 35 12/1/05 19,056.21 792.05 - 792.05 680.89 111.16 18,375.33 36 1/1/06 18,375.33 792.05 - 792.05 684.86 107.19 17,690.47 37 2/1/06 17,690.47 792.05 - 792.05 688.85 103.19 17,001.62 38 3/1/06 17,001.62 792.05 - 792.05 692.87 99.18 16,308.74 39 4/1/06 16,308.74 792.05 - 792.05 696.91 95.13 15,611.83 40 5/1/06 15,611.83 792.05 - 792.05 700.98 91.07 14,910.85 41 6/1/06 14,910.85 792.05 - 792.05 705.07 86.98 14,205,78 42 7/1/06 14,205.78 792.05 - 792.05 709.18 82.87 13,496.60 43 8/1/06 13,496.60 792.05 - 792.05 713.32 78.73 12,783.28 44 9/1/06 12,783.28 792.05 - 792.05 717.48 74.57 12,065.81 45 10/1/06 12,065.81 792.05 - 792.05 721.66 70.38 11,344.14 46 11/1/06 11,344.14 792.05 - 792.05 725.87 66.17 10,618.27 47 12/1/06 10,618.27 792.05 - 792.05 730.11 61.94 9,888.16 48 1/1/07 9,888.16 792.05 - 792.05 734.37 57.68 9,153.79 49 2/1/07 9,153.79 792.05 - 792.05 738.65 53.40 8,415.14 50 3/1/07 8,415.14 792.05 - 792.05 742.96 49.09 7,672.18 51 4/1/07 7,672.18 792.05 - 792.05 747.29 44.75 6,924.89 52 5/1/07 6,924.89 792.05 - 792.05 751.65 40.40 6,173.24 53 6/1/07 6,173.24 792.05 - 792.05 756.04 36.01 5,417.20 54 7/1/07 5,417.20 792.05 - 792.05 760.45 31.60 4,656.75 55 8/1/07 4,656.75 792.05 - 792.05 764.88 27.16 3,891.87 56 9/1/07 3,891.87 792.05 - 792.05 769.35 22.70 3,122.52 Pmt Payment Beginning Scheduled Extra Total Ending No. Date Balance Payment Payment Payment Principal Interest Balance 57 10/1/07 3,122.52 792.05 - 792.05 773.83 18.21 2,348.69 58 11/1/07 2,348.69 792.05 - 792.05 778.35 13.70 1,570.34 59 12/1/07 1,570.34 792.05 - 792.05 782 89 9.16 787.45 60 1/1/08 787.45 792.05 - 787.45 782 86 4.59 0.00 SIPRES LOUNGE, INC. Furniture and Equipment Inventory Listing As of 12/30/02 Furniture: 36— Tables 2— Long Tables 2—Tall Tables 125—Chairs 24—Bar Stools 3 —High Back Stools 7— Bar Stools connected to Bar 6— Single Booths 5 — Double Booths Equipment: 1 — Icemaker 1 —Beer Cooler 3 —Cash Registers 1 —Used Beer Cooler (in gazebo) 1 — Pool Table 1 —Deep Rock Water Cooler Cameras and Monitors for Outside Parking Lot 2 —Clocks in Bar 1 — Stainless Steel Refrigerator 1 — Gas Range 1 — Cabinet(white) 1 — Microwave (small) Miscellaneous: 50— Pop Glasses (plastic) 43 — Rocks Glasses 74 —Ashtrays NON-COMPETE COVENANT $ LEASEHOLD IMPROVEMENTS S BUSINESS TRADE NAME $ 26. SELLER agrees and acknowledges that it is the SELLER'S responsibility to determine the financial condition or credit worthiness of the PURCHASER and has been advised to seek legal counsel in this determination and will do so to the extent of PURCHASER'S desires. 27. SELLER and PURCHASER are not represented by AGENT. 28.The invalidity of any provision of this agreement shall not hinder or impair the validity of any of the provisions. 29. This agreement shall be construed and interpreted in accordance with the law of the State of Colorado. 30. Upon acceptance of the offer by the SELLER, PURCHASER shall conduct a UCC-I search to determine any recorded liens, except set forth herein that might be in existence against the business or any of its assets. ABOVE CONDITIONS ARE HEREBY APPROVED AND ACCEPTED: THE UNDERSIGNED PURCHASER EXPRESSLY ACKNOWLEDGES FULLY READING,AND UNDERSTANDING AND RECIEVING A TRUE COPY OF THIS DOCUMENT. PURCHA ER: ,, res Lounge, Inc. Sipres, President SELLERS ACCEPTANCE I (we)accept the foregoing offer and agree to sell the above described business and assets on the terms and conditions of the foregoing Contract. DATED AND ACCEPTED ON THIS day of 0.. 9n0ry SELLER: Teodulo Varela, Inc. by Teodulo Varela, President Hello