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Home My WebLink About20142931.tiffRESOLUTION RE: APPROVE APPLICATION FOR TRANSFER OF OWNERSHIP OF A HOTEL AND RESTAURANT LIQUOR LICENSE FROM SMOKEHOUSE ENTERPRISES, LLC, DBA OLE' HICKORY SMOKEHOUSE AND TAVERN, TO RAYHEL ENTERPRISES, LLC, DBA OLE' HICKORY SMOKEHOUSE AND TAVERN, AND AUTHORIZE CHAIR TO SIGN - EXPIRES MARCH 9, 2016 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, Rayhel Enterprises, LLC, dba Ole' Hickory Smokehouse and Tavern, presented to the Board of County Commissioners of Weld County, Colorado, an application for a Transfer of Ownership of a Hotel and Restaurant Liquor License for the sale of malt, vinous and spirituous liquors, said license previously held by Smokehouse Enterprises, LLC, dba Ole' Hickory Smokehouse and Tavern, 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: 3815 State Highway 119 Longmont, CO 80504 WHEREAS, the Licensee shall host "responsible vendor" training every six (6) months as agreeable to the Colorado Department of Revenue Liquor Enforcement Division, and this training shall be open to other area licensees. Each employee shall be "responsible vendor" trained, and the Licensee shall provide documentary evidence that each employee has been "responsible vendor" trained to the Weld County Sheriff's Office within thirty (30) days of the first available "responsible vendor" class after hiring. Evidence of such shall be included in the referral report submitted by the Sheriff's Office at the time of annual renewal. Cc 50(24, P or 2014-2931 LC0014 TRANSFER OWNERSHIP OF LIQUOR LICENSE - RAYHEL ENTERPRISES, LLC, DBA OLE' HICKORY SMOKEHOUSE AND TAVERN PAGE 2 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 2014-21 to said applicant to sell malt, vinous and spirituous liquors for consumption by the drink on the premises only at retail 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 March 9, 2016, providing that said place where the licensee is authorized to sell malt, vinous, and spirituous liquors for consumption by the drink on the premises only, shall be conducted in strict conformity to all of the laws of the State of Colorado and the rules and regulations relating thereto, heretofore passed by the Board of County Commissioners of Weld County, Colorado, and any violations thereof shall be cause for revocation of the license. BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign said application. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 24th day of September, A.D., 2014. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO ATTEST( axwv Weld County unClerk to the Board BY y Dougf2s Rademacher, Chair EXCUSED Barbara Kirkmeyer, Pro-Tem Clerk tot XCUSED APPROVED AS TO FORM County Attorney Date of signature: 41,01/5-- //5-- an P. Conway e Fan William . Garcia 2014-2931 LC0014 THIS LICENSE MUST BE POSTED IN PUBLIC VIEW DR 8402 (07/01/2012) STATE OF COLORADO DEPARTMENT OF REVENUE LIQUOR ENFORCEMENT DIVISION 1881 Pierce Street, Suite 108 Lakewood, Colorado 80214 RAYHEL ENTERPRISES LLC dba OLE HICKORY SMOKEHOUSE AND TAVERN 3815 CO HWY 119 LONGMONT CO 80504 ALCOHOL BEVERAGE LICENSE Liquor License Number 4703808 License Expires at Midnight March 09, 2016 License Type HOTEL & RESTAURANT (COUNTY) Authorized Beverages MALT, VINOUS, AND SPIRITUOUS This license is issued subject to the laws of the State of Colorado and especially under the provisions 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. Any questions concerning this license should be addressed to: Colorado Liquor Enforcement Division, 1881 Pierce Street, Suite 108, Lakewood, CO 80214. In testimony whereof, I have hereunto set my hand. 3/10/2015 gm 601A,6-4,_.5516,191Lk._ Division Director Executive Director tirrSt frref CM. crrsi Crrr? i1 l� 1) "11 NON -TRANSFERABLE OR 8404 (05/07/09) °age COLORADO DEPARTMENT OF REVENUE LIQUOR ENFORCEMENT DIVISION DENVER CO 80261 COLORADO LIQUOR RETAIL LICENSE APPLICATION 21 DEPARTMENT USE ONLY L] NEW LICENSE 12/TRANSFER OF OWNERSHIP ❑ LICENSE RENEWAL • ALL ANSWERS MUST BE PRINTED IN BLACK INK OR TYPEWRITTEN • APPLICANT MUST CHECK THE APPROPRIATE BOX(ES) • LOCAL LICENSE FEE S • APPUCANT SHOULD OBTAIN A COPY OF THE COLORADO LIQUOR AND BEER CODE (Call 303-3711-2165) 1. Applicant is applying as a Cl Individual E Corporation ( [�''�mi tad Liability Company E Partnership (includes Limited Liability and Husband and Wife Partnerships) E Association or Other A Brant If an LLC, name of LLC; if partnership, at least 2 partner's names; if corporation, name of corporation Fein Number 4-J-tL__ Flo r e RPR!5c s L (-- C. t y7 -17/7o' 07 2a.Trade Name of Establishment (DBA) Ot,c (1iC'l'i.oR`e 5mO6c./IL�s A►.�i)Trt J N State Saiec Tar Kin 308558•b'3 o13C3-STS-gldC' Business Telephone 3. Address of Premises (specify exact location of premises) 3'i5 Co I-tw IV City L-OfQGMO )I County ‘A))E-LO State Co ZIP Code VO5a4/ 4. Mailing Address (Number and Street) i15q ;)RRP.iHo 11\)c City or Town i State 5'Cf-rs'o c i Co ZIP Code v>13 5. If the premises currently have a liquor or beer license, you MUST answer the following questions: Present Trade Name of Establishment (DBA) (./tZ I4CA5C rZ Y Sts40{i igicusC Atop -r vc`RN Present State License No. I -1 702;11C' 0 2 1 q Present Class of License (4c.'7tL. f{Zc`S r- Present Expiration Date a -3-(S LEAH SECTION A NONREFUNDABLE APPUCATION FEES LIA@ SECTION B (CONT.) LIQUOR LICENSE FEES 2300 ■ Application Fee for New License $1,025.00 2302 ❑ Application Fee for New License - w/Concurrent Review $1,125 00 2310 Application Fee for Transfer $1,025.00 1985 ❑ Resort Complex License (City) $500.00 1986 ❑ Resort Complex License (County) $500.00 1988 ❑ Add Related Facility to Resort Complex... $ 75.00 X _____ Total 1990 ❑ Club License (City) $308.75 1991 ❑ Club License (County) $308.75 2010 ❑ Tavern License (City) $500.00 2011 1 Tavern License (County) $500.00 2012•Manager Registration - Tavern $ 75.00 2020 ■ Arts License (City) $308.75 2021 El Arts License (County) $308.75 2030 ❑ Racetrack License (City) $500.00 2031 ❑ Racetrack License (County) ..............._.._$500.00 2040 ❑ Optional Premises License (City) $500.00 2041 ❑ Optional Premises License (County) $500.00 2045 Vintners Restaurant License ❑ (City) $750.00 2046 ❑ Vintners Restaurant License (County) $750.00 2220 ❑ Add Optional Premises to H & R $100.00 X Total LJ 2370 ❑!�1 Master File Location Fee $ 25.00 X _____ Total _ _ _. 2375 Master File Background $250.00 X._ ___,Total __ LIAR SECTION B LIQUOR LICENSE FEES 1905 ❑ Retail Gaming Tavern License (City) $500.00 1906 ❑ Retail Gaming TavernLicense (County) $500.00 1940 ❑ Retail Liquor Store License (City) $227.50 1941 ❑ Retail Liquor Store License (County) $312.50 1950 ❑ Liquor Licensed Drugstore (City) $227.50 1951 ❑ Liquor Licensed Drugstore (County) $312.50 1960 ❑ Beer and Wine License (City) $351.25 1961 ❑ Beer and Wine License (County) $436.25 1970 ❑ Hotel and Restaurant License {City) $500.00 1971 [Hotel and Restaurant License (County) $500.00 1975 ❑ Brew Pub License (City) $750.00 1976 ❑ Brew Pub License (County) $750.00 1980 ❑ Hotel and Restaurant License w/opt premises (City) $500.00 198 Hotel and Restaurant License w/opt premises (County) $500.00 1983 Manager Registration - H & R $ 75.00 DO NOT WRITE IN THIS SPACE - FOR DEPARTMENT OF REVENUE USE ONLY LIABILITY INFORMATION County City Industry Type License Account Number Liability Date License Issued Through (Expiration Date) I FROM TO State i City County Managers Reg -750 (999) ; 2180-100 (999) 2190-100 (999) -750 (999) Caah Fund Nµ Ltcanaa 2300-100 (999) Cash Fund Trmd.r License��/�� 2310-100 (999)I TOTAL $ • 2014-2931 DR 8404 (05/07!09) Page 3 6. Is the applicant (including any of the partners. if a partnership; members or manager if a limited liability company; or officers, stock- yes No/ holders or directors if a corporation) or manager under the age of twenty-one years? DV 7. Has the applicant (including any of the partners, if a partnership: members or manager if a limited liability company; or officers, stockholders or directors if a corporation) or manager ever (in Colorado or any other state); (a) been denied an alcohol beverage license? (b) had an alcohol beverage license suspended or revoked? had interest in another entity that had an alcohol beverage license suspended or revoked? If you answered yes to 7a, b or c. explain in detail on a separate sheet • V = V(c) id' 8. Has a liquor license application (same license class), that was located within 500 feet of the proposed premises, been denied within the preceding two years? If "yes," explain in detail. ❑ Lh 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? El L 10. Has a liquor or beer license ever been issued to 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)? if yes, identify the name of the business and list any current or former financial interest in said business including any loans to or from a licensee. ❑ 11. a. Attach entrances, to Does the Applicant, as listed on line 2 of this application. arrangement? in of have legal possession of the premises by virtue of ownership, lease or other Detail) _ ❑ ❑ • Ownership ? Lease ❑ Other (Explain If leased, list name of landlord and tenant, and date expiration, EXACTLY as they appear on the lease: Landlord TA EZGIzTEl lsc5 IrCC Te t (, CNrcRt'RtSc3 l-C.C.. Expires lf✓(3iiaci7 walls, partitions, 11". (Doesn't have a diagram and outline or designate the area to be licensed (including dimensions) which shows the bars, brewery, exits and what each room shall be utilized for in this business. This diagram should be no larger than 8 1/2" X be to scale) 12. Who. besides the owners listed in this application (including persons, firms, partnerships, corporations, limited liability companies), will loan or give money, inventory, furniture or equipment to or for use in this business, or who will receive money from this business. Attach a separate sheet if necessary. NAME DATE OF BIRTH FEIN OR SSN INTEREST taro/ten /R 1 -nit -s 20,1A,J 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 Has a local ordinance or resolution authorizing optional premises been adopted? Number of separate Optional Premises areas requested. (See License Fee Chart) No ■ [, 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 Pharmacy? COPY MUST BE ATTACHED. No ■ ■ 15. Club Liquor License applicants answer the following (a) is the applicant organization operated solely not for pecuniary gain? (b) Is the applicant organization a regularly operated solely for the object of a patriotic (c) How tong has the club been incorporated? (Three years required) and attach: for a national. social, fraternal, patriotic, political or athletic purpose and Yes chartered branch, lodge or chapter of a national organization which is or fraternal organization or society, but not for pecuniary gain? (d) Has applicant occupied an establishment for three years that was operated solely for the reasons stated above? No ■ fl • ■ Li 16. Brew -Pub License or Vintner Restaurant Applicants answer the following: Yes No (a) Has the applicant received or applied for a Federal Permit? ■ • (Copy of permit or application must be attached) 17a. Name of Manager (for all on -premises applicants) try application for a Hotel, Restaurant or Tavern License, the manager 17b. Does this manager act as the manager of, or have a financial interest licensed establishment in the State of Colorado? It yes, provide name, Art-, H' (It this is an 8404-I). Date of Birth must also submit an Individual History Record (DR in, any other liquor type of license and account number. Yes No ❑ 18. Tax Distraint information. Does the applicant or any other person listed on this application and including its partners. officers, directors, stockholders, members (LLC) or managing members (LLC) and any other persons with a 10% or greater financial interest Yes No in the applicant currently nave an outstanding tax distraint issued to them by the Colorado Department of Revenue? L Rr If yes, provide an explanation and include copies of any payment agreements. DR 8404 105/07/09) Page 4 19. If applicant is a corporation, partnership, association or limited liability company, applicant must list ALL OFFICERS, DIRECTORS, GENERAL PARTNERS, AND MANAGING MEMBERS. In addition applicant must fist any stockholders, partners, or members with OWNER- SHIP OF 10% OR MORE IN THE APPLICANT. ALL PERSONS LISTED BELOW must also attach form DR 8404-I (Individual History record), and submit finger print cards to their local licensing authority. NAME I HOME ADDRESS, CITY & STATE DOB POSITION OWNED' 1 ct3c2r �RA`>'14c t_ n( f it 5(1 ARAP,(4HcCrl+,)E Sears-(^-4.;D,%O gC,;tj, ≥vC U iie to I 'If total ownership percentage disclosed here does not total 100% applicant must check this box Applicant affirms that no individual other than these disclosed herein, owns 10% or more of the applicant L.:1 Cert. of partnership (no company) the parties Additional Documents to be submitted by type of entity ,� CORPORATION ❑ Cert. of Incorp. E Cert. of Good Standing (if more than 2 yrs. old) E P RTNERSHIP ❑ Partnership Agreement (General or Limited) ❑ Husband and Wife ,.=_,_ LIMITED LIABILITY COMPANY ❑ Articles of Organization ❑ Cert. of Authority (if foreign IJ ASSOCIATION OR OTHER Attach copy of agreements creating association or relationship between Auth. (if a foreign corp.) written agreement) ❑ Operating Agrmt 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 to the best of my knowledge. I also acknowledge that it is my responsibility and the responsibility to comply with the provisions of the Colorado Liquor or Beer Code which affect my license. are true, of my correct, and complete agents and employees Authori ed re ' Title 1 Date REPORT AND APPROVAL OF LOCAL LICENSING AUTHORITY (CITY/COUNTY) Date application �filed with local authority ��J �{- 2-7 �O) 4 Date of local authority hearing (for new license applicants; cannot be less I than 30 days from date of application 12-47-311 (1)) C.R.S. {ats...)-thJh _ az/, ..?arf Q THE LOCAL LICENSING AUTHORITY That each person required to file DR ,V, Been fingerprinted `t Been subject to background investigation, That the local authority has conducted, compliance with, and aware of, liquor (Check One) ❑ Date of Inspection or Anticipated Upon approval of state licensing HEREBY AFFIRMS: 8404-I (individual History Record) has: including NCIC/CCIC check for outstanding warrants or intends to conduct, an inspection of the proposed premises to ensure code provisions affecting their class of license]] Date that and the the applicant is in Yes No X • ❑ authority. The foregoing application has been examined; and the premises, business to be conducted, and character We do report that such license, if granted, will meet the reasonable requirements of the neighborhood and will comply with the provisions of Title 12, Article 46 or 47, C.R.S. THEREFORE, THIS APPLICATION of the applicant are satisfactory. desires of the adult inhabitants, IS APPROVED. Local Licensing Authority for I Telephone Number Weld County, Colorado 1970-356-4000 x 4225 ❑ TOWN, CITY ZI COUNTY ignature ,7 r / ` .1 S 1I. fir- /�� Board of County Commissioners Date Si re (attest) 1 ^�,� " I Clerk to the Board Date SEP 2 20 ) COLORADO DEPARTMENT OF REVENUE Liquor Enforcement Division 1375 Sherman St Denver CO 80261 September, 2005 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 that all accounts will be paid for from the proceeds at closing by the: ❑Licensee ❑Applicant ❑ Licensee unavailable to certify disposition of accounts for alcohol beverages - Inventory list attached. Transfer by operation of law - Regulation 47-304. ❑ Applicant will assume full responsibility for payment of the outstanding accounts as listed above. ❑ No alcohol beverage inventory transferred or sold. 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 X17&° Seller: day of, 20dt . b9a111'YLlanicn./ *wail �� ZZr 'ZOI s'o ko e Q a y j W np� JJ Buyetr.11 I O S±ntokeitargleggi5ES; PLC, Licensee & License Number s Aa 2_19 ..t9 Dim at" gio-KQgy 5 WEkifliwd Trade name Signature ©_.1 m=, Position 603q -.ii F. 14:11.1tms Print Name RR ottc. _ EN iC-Reglses Applicant RAFAELA ALICIA MARTINEZ NOTARY PUBLIC STATE OF COLORADO NOTARY ID 20144002878 MY COMMISSION EXPIRES JANUARY 22, 2018 L.L_C. 013ROLe ICAc Trade ignature oigiveRA4, Am G EEC Position Ra selz f R ALe1+6-7-- Print Name Rafaela Martinez From: Sent: To: Subject: Janet Lundquist Wednesday, September 03, 2014 11:36 AM Rafaela Martinez RE: Affidavit of Transfer of Ownership and Report of Changes - Ole' Hickory Smokehouse This is an existing location. Public Works doesn't have comments at this time. Janet Lundquist Traffic Engineer Weld County Public Works Dept. P.O. Box 758, Greeley, CO 80632 Tele-970.356.4000 ext 3726 Fax- 970.304.6497 Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. From: Rafaela Martinez Sent: Wednesday, August 27, 2014 3:59 PM To: Bob Choate; Roy Rudisill; Lisa Carpenter; Mark Mellon; Dan Joseph; Deb Adamson; Janet Lundquist; Bethany Salzman; Frank Piacentino; Roy Rudisill Cc: Rafaela Martinez Subject: Affidavit of Transfer of Ownership and Report of Changes - Ole' Hickory Smokehouse In accordance with the procedure for Liquor Licenses, please review all records on the following document for any associated reports/incidents 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 Approval/renewal of the Applicant's Liquor License. PLEASE RESPOND NO LATER THAN: September 11, 2014 Applicant: Robert O. Rayhel File Location: LC0014 Please note that the applicant has paid the $100.00 Fee to operate under the current Liquor License at the establishment. Their affidavit of Transfer will go before the Board on September 3, 2014. Thank you, 1 Memorandum TO: Rafaela Martinez FROM: Dan Joseph SUBJECT: Liquor license inquiry DATE: September 10, 2014 CC: Cindy Salazar; Debra Adamson In response to your request, Environmental Health Services has reviewed the Retail Food Service Establishment file for Ole Hickory Smokehouse and Tavern, located at 3815 HWY 119, in Longmont, Colorado. At this time, there are no problems or concerns regarding this establishment. Note: The facility submitted the required paperwork for a change of ownership, however after discussing with the new operator a change of ownership has not occurred yet as it relates to the retail food establishment license (the LLC was purchased in whole). At the beginning of 2015 the owner will change the facility into a new LLC. Should you have any questions regarding this matter, please contact me via e-mail at djoseph@co.weld.co.us or by phone at 970-304-6415 extension 2206. Thank you. Dan Joseph Environmental Specialist III MEMORANDUM To: Rafaela Martinez, Deputy Clerk to the Board September 16, 2014 From: Bethany Pascoe, Zoning Compliance Officer, Dept. of Planning Services Subject: LC0014 Review of the following liquor license renewal by the Department of Planning Services shows the following: 42-57083-0000 Smokehouse Enterprises, LLC dba Ole Hickory Smokehouse & Tavern 3815 Highway 119 Longmont, CO 80504 Mailing Address: 1159 Arapahoe Ave Berthoud, CO 80513 Zone District: Three Lot Minor Subdivision (C-3) - Commercial This use is permitted through a Site Plan Review (SPR-364) permit. Currently there are no active violations noted on the above mentioned property SERVICE, TEAMWORK, INTEGRITY, QUALITY LIQUOR/BEER RENEWAL REVIEW FORM Date: 09/16/2014 To: Board of County Commissioners From: Deputy J. Pastrana Subject: Liquor License Check ESTABLISHMENT: OW E 1)11'C 1tar_ 54,04..,uSw.. 4 T``vexr^ i-040 trot 3 (a Fro 5°'f S4 IA Carti<h --. Deputy's Initials The Sheriffs 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) To: Weld County Board of Commissioners From: Deputy Lisa Carpenter Date: September 17, 2014 RE: Ole Hickory Smokehouse and Tavern, LLC. Dear Commissioners, I have researched and found one reported calls for service at the Ole Hickory Smokehouse Tavern, LLC., located at 3815 Hwy 119, Longmont, CO 80504, for the Calendar year of 2013 to present day. The reported call for service was a cold burglary that occurred in September 2013. I find no grounds for disapproval for the transfer of ownership of the liquor license. Respectfully Submitted, Deputy Lisa Carpenter Community Resource Officer Weld County Sheriffs Office 1950 "O" Street Greeley, CO 80631 WELD COUNTY SH'ERIFF'S OFFICE CorrimunityR'estiiuce Office LlraLnnR ENF-oROEIHSEN-r WORKSHEET 1950 O'Street Greeley, Cokorado 80631 Voice (970) 356-4015 . Fax (970) 3O4-6467 Inspection Report O Incident Report cR#: J tUG 3 a s & - Taac Name k house . 7; ' Lkvrsee Name: P. 1 t gel 1 Licerse I / Type: o20I , /44 I sc e_ Dale of Report /Irtddant 6 9'// &��Li -J Ad -ess: 3b jS ivr/ k7 Pe:son Ccntarrted: fwb{4 Q toe 1 9-al�� City, slave, Z}2:4•4* Oils 10 SO 5O i Tek t'om tr t13 3Ga'S 1447.6 State Liquor License Posted Manager Registered State Sales Tax license Posted X License in Control of Premises County Liquor license Posted Trade Name Properly Registered X Federal Form 11 • Call (800) 398.2822 X Premises Physics Control Adequate Food Service license Posted X Acceptable Dispensing System X Minor Warning Sign Posted `� Off Precise Storage Licensed Meals and Snacks Available ' X Only Permitted Items Sold Cleanliness Adequate %t Alc�hd From Permitted Source Books & Invoices Available Discuss Sales of Liquor to Minors &L Alcohol Beverage Stock Acceptable Discuss Sales to Intoxicated Persons [Warning OFoilow-Up Inspection Licensee Repra e�nlative Signature rra'e V;dafion: Date: I Time. Subject DOS: I Hgt: Wg`: 1 Eyes Hair: Cisthing: T Dl / rOg:: Stale Address: City: Stale: Zp: ice: Yes NO twit Phorte Tr. Summers k: Court Date: Pi'c't: Yes NO Narrative: peputy// #:<,al/z Date:p0(o m Liquor/Beer License Worksheet The following concerns are noted: The Licensee and the Sheriffs Office have collectively agreed to implement the following to correct concerns noted above: (A time line and corrective action should be listed for each concern) o 3c`toT Gwen RA Y1 -4c L Establishment Owner, Plea Print Date s Signature (Al)fitr DR 8404-I (01/06/05 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, and limited partners owning 10% (or more) of a partnership; all officers and directors of a corporation, and stockholders of a corporation owning 10% (or more) of the stock of such corporation; all limited liability company MANAGING members, and 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 0 i N1CK0RY 5rue me f-(o�5-c PIN) 17 r vE AJ 2. Your Full Name (last, first, middle) 1 A Y 1-1- L, -30(36-137 O wen! 3. List any N I other names you have used. k 4. Mailing address (if different from residence) Home Telephone q17-30-74',20 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 1(59 ARArHHo AvE B RrNvop, C. q05"3 IN/ILI PResENr Previous (1I) e.- R. ()O7 AcvRRAPo, TX 7 cJ9 7/;00q • clI g/Lj 6. 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 RAY 14tLPAiRYQUrrr-us4►AL: ION C,3RoADST,MAOSFIELO 7144,3 Lo-i.,Je R WO 2C13 7. 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 LICENSEE I 8. 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. Yes to 9. Have you ever received a violation notice suspension or revocation, for a liquor law violati , or have you applied for or been denied a liquor or beer license anywhere in the U.S.? If yes, explain in detail. Yes 10. Have you ever been convicted of a crime or received a suspended sentence, deferred sentence, or forfeited bail for any offense in criminal or military court or do you ha any charges pending? Include arrests for DUI and DWAI. (If yes, explain in detail.) Thies No 11. Are you cyrrently under probation (supervised or unsupervised), parole, or completing the requirements of a deferred sentence? (if yes, explain in detail.) Li Yes No 12. Have you a er had any STATE issued licenses suspended, revoked, or denied including a drivers license? (If yes, explain in detail.) Yes Rao PERSONAL AND FINANCIAL INFORMATION Unless otherwise provided by law in 24-72-204 C.R.S.. information provided below will be treated as CONFIDENTIAL. Colorado liquor licensing authorities require the following personal information in order to determine your suitability for licensure pursuant to 12-47-307 C.R.S. 13a. Date off Birth b. Social Security Number SSN c. Place of Birth n -rAu ILA A, �1 d. U.Slitizen? eves E No e. If Naturalized, State where f. When g. Name of District Court h. Naturalization Certificate Number i. Date of Certification J. If an Alien, Give Alien's Registration Card Number k. Permanent Residence Card Number I. Height 6i)1. 1. , m. Weight n. Hair Color al5 1 REP o. Eye Color FFHZC L p. Sex PsiAcc q. Race w0Ire r. Do you have a current Driver's License? If so, give number and state yes ❑No - 14. Financial a. Total purchase partnership, Information. price $ $ a' z��©' � (if buying an existing business) or investment being made by the applying entity, corporation, limited liability company, other $__ loL`�� pp b. List the total amount of your investment in this business including any notes, loans, cash, services or equipment, operating capital, stock purchases and fees paid $ a a `, e co . 0,.1 c. Provide details of Investment. You must account for the sources of ALL cashshow acquired). Attach a separate sheet if needed. Type: Cash, Services or Equipment Source:Name of Bank; Account Type and Number Amount C..A5t4 (_At,cL RA'M t_ M.?c R5 ( LOAN) #42c / c oe`� d. Loan Information (attach copies of all notes or loans) Name of Lender and Account Number Address Term Security Amount C.AROLRRINEL MYE .S ((Ociclz_&o7 A.VA+ZRao,7 OPEN n1rNi- g5C0lcc°'°°' (1 15. Give name of bank where business account will be maintained; Account Name and Account Number: and the name or names authorized to draw thereon. WELLS FA Roo •Ffv*IEL tvK-5rp(EroTeo,4PAO"≥', (NC . of persons K2ober+ Kai __ aWA 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 ign r f' Title 0 ui OE tK Date - X5--1 y 20140910-08521 DATE 09/01/2014 SO WELD COUNTY RECORDS GREELEY 1950 "0" STREET GREELEY, CO 80631 RE: RAYHEL,ROBERT OWEN DATE OF BIRTH: SOC: xxx-xx- No Colorado record of arrest has been located based on above name and date of birth or through a search of our fingerprint files. The Colorado Bureau of Investigation's database contains detailed information of arrest records based upon fingerprints provided by Colorado law enforcement agencies. Arrests which are not supported by fingerprints will not be included in this database. On occasion the Colorado criminal history will contain disposition information provided by the Colorado Judicial system. Additionally, warrant information, sealed records, and juvenile records are not available to the public. Since a record may be established after the time a report was requested, the data is only valid as of the date issued. Therefore, if there is a subsequent need for the record, it is recommended another check be made. Falsifying or altering this document with the intent to misrepresent the contents of the record is prohibited by law and may be punishable as a felony when done with intent to injure or defraud any person. Sincerely, Ronald c. Sloan, Director Colorado Bureau of Investigation Page 1 August 21, 2014 To whom it may concern; My name is Laura Cantell and I was previously employed by Rayhel Dairy Queens, Inc. from April 2007 to April 2013. My title during this time was District Manager and I reported to Carolyn Rayhel Myers and Bob Rayhel who were co -owners for this company. I have been associated with both Carol and Bob for many years as not only was I employed with them but also my daughters. Bob is a wonderful man and has great business sense and I'm proud to include him on my resume as a personal reference. If you have any need to reach me at any time please contact me either via cell at 817-291-3141 or by mail at 825 St. Moritz Dr. Crowley, Tx 76036. Email : lauralcantell@yahoo.com Sincerely, Laura Cantell On Thursday, August 21, 2014 1:38 PM 8-21-14 From: Ms. Bessie Forester 10240 Power Horn Rd. Fort Worth , Texas 76108 phone:817-781-9144 I am witting a personal and business reference for Robert O. Rayhel,whom I have known for 25 years . He was one of the owners of Rayhel Dairy Queens Inc. and the Katy Lyn Club in Fort Worth , Texas. I work for Bob Roberts and Company which was the CPA over their business accounts.Both company were profitable till time they were sold. Robert and his family are also personal friends of mine. Sincerely, Ms. Bessie Forester S,rs-Ly A [rnh-'esSe Feressenee sleriC(, r1 To Whom it May Concern: I am writing a personal and business reference for Robert O. Rayhel, whom I have known for 12 Years. He was one of the owners of Rayhel Dairy Queens, Inc. andKaty Lynn's Club. Robert and his family were personal friends of mine. Sincerely, Jim Barriger 10240 Powderhorn Rd Fort Worth, TX 76108 (817)964-7883 On , BESSIE FORESTER <bessie.forester@sbcglobal.net> wrote August 21, 2014 DR 8404-I (07/25/11) COLORADO DEPARTMENT OF REVENUE LIQUOR ENFORCEMENT DIVISION 1881 PIERCE STREET RM 108A DENVER CO 80261 INDIVIDUAL HISTORY RECORD To be completed by the following persons, as applicable: sole proprietors; general partners regardless of percentage ownership, and limited partners owning 10% or more of the partnership; all principal officers of a corporation, all directors of a corporation, and any stockholder of a corporation owning 10% or more of the outstanding stock; managing members or officers of a limited liability company, and members owning 10% or more of the company; and any intended registered manager of Hotel and Restaurant or Tavern class of retail license. NOTICE: This individual history record requires information that is necessary for the licensing investigation or inquiry. All questions must be answered in their entirety or the license application may be delayed or denied. If a question is not applicable, please indicate so by "N/A". Any deliberate misrepresentation or material omission may jeopardize the license application. 1. Name of Business Ole Hickory Smokehouse and Tavern 2. Your Full Name (last, first, middle) Rayhel, Coty, Nicole 3. List any other names you have used. 4. Mailing address (if different from residence) 5. List current residence address. Include any previous addresses within the last five years (attach separate sheet if necessary). STREET AND NUMBER CITY, STATE, ZIP FROM TO Current 1159 Arapahoe Ave. Berthoud, Co 80513 8/2014 Present Previous 1117 C.R. 607 Alvarado, TX 76009 7/2006 8/2014 6. List all employment within the last five years. Include any se f employment. (Attach separate sheet if necessary) NAME OF EMPLOYER OR BUSINESS ADDRESS (STREET, NUMBER, CITY, STATE, ZIP) POSITION HELD FROM TO Dairy Queen 1115 U.S. 67 Business Alvarado, TX 76009 Cook 11/13 11/13 Benny's Italian Restaurant and Bar 1014 U.s. 67 Alvarado, TX 76009 Waitress 10/13 10/13 Rayhel Dairy Queens Inc. 1014 E. Broad St. Mansfield, TX 76063 Training Manager 06/06 04/13 7. 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 LICENSEE 8. Have you ever applied for, held, or had an interest in a Colorado Liquor or Beer License, or loaned money, furniture, fixtures, equipment or inventory to any licensee? If yes. answer in detail. Ill Yes Yes [Li No 9. Have you ever received a violation notice, suspension, or revocation for a liquor law violation, or have you applied for or been denied a liquor or beer 7 license anywhere in the United States? If yes, explain in detail. Yes No 10. Have you ever been convicted of a crime or received a suspended sentence, deferred sentence, or forfeited bail for any offense in criminal or military court or do you have any charges pending? (If yes, explain in detail.) VYes �No Possession of Marijuana under 2 ounces in February 2012. I received 1 year of deferred probation which I have completed. 11. Are you currently under probation (supervised or unsupervised), parole, or completing the requirements of a deferred sentence? (if yes, explain in detail.) [Yes lNo 12. Have you ever had any professional license suspended, revoked, or denied? (If yes, explain in detail.) !Yes VNo PERSONAL AND FINANCIAL INFORMATION Unless otherwise provided by law, the personal information required in question #13 will be treated as confidential. The personal information required in question #13 is solely for identification purposes. 13a. Date of Birth b. Social Security Number SSN c. Place of Birth Weatherford, TX d. U.S. ✓ Citizen? Yes No e. If Naturalized, State where f. When g. Name of District Court h. Naturalization Certificate Number j I. Date of Certification i j. If an Alien, Give Alien's Registration Card Number k. Permanent Residence Card Number I. Height 5 10" m. Weight j n. Hair Color'o. Eye Color p. Sex 190 Red ' Brown i F q. Race White r. Do FA you have a current Driver's License? If so, give number and state Yes ❑ No 14. Financial Information. a. Total purchase price $ "1 A (if buying an existing business) or investment being made by the applying entity, corporation, partnership, limited liability company, other $ "—Let _.._ ................_... b. List the total amount of your investmentin this business including any notes, loans, cash, services or equipment, operating capital, stock purchases or fees paid $ N IA _ c. Provide details of the Investment described in 14.b. You must account for all of the sources of this investment. Attach a separate sheet if needed. Type: Cash, Services or Equipment Source Amount N I A d. Loan Information (attach copies of all notes or loans) Name of Lender Address Term Security Amount 14 /ik Oath of Applicant I declare under penalty of perjury that this application and all attachments are true, correct, and complete to the best of my knowledge. Authorized Signature %% I Title �/ 1 Manager Date 08/28/2014 September 11, 2014 To whom it may concern; My name is Laura Cantell and I was previously employed by Rayhel Dairy Queens, Inc. from April 2007 to April 2013. My title during this time was District Manager. I worked close with Coty Rayhel daily, she was the company training manager for employees and managers for the four Dairy Queen locations. Coty Rayhel was liked and respected by all the Dairy Queen system and a close friend of mine. Coty Rayhel is a great business person, and I'm proud to include her on my resume as a personal reference. If you have any need to reach me at any time please contact me either via cell at 817-291-3141 or by mail at 825 St. Moritz Dr. Crowley, Tx 76036. Email : lauralcantell@yahoo.com Sincerely, Laura Cantell 9-10-14 BUSINESS REFERANCE FOR COTY RAYHEL RAYHEL DAIRY QUEENS, INC 1109 C. R. 607 ALVARADO, TEXAS 76009 To whom it concerns, My name is Carol Myers; I am Co -Owner of the Rayhel Dairy Queen Inc. where Coty Rayhel was employed for eight years. She started as cashier and advanced to the Company Training Manager. Coty was a dependable hard working employee and was liked and respected by all. I have known Coty her entire life and felt very proud to have her employed in my Business and be a part of my life. Sincerely, Carol Myers Cell Phone; 817-229-7316 Email: rayheldq aC�aol.com To whom it may concern, My name is Samantha Robbins. I have known Coty Rayhel for eleven years. We went to high school together in Texas and have been great friends ever since. Coty has always been a loving, and dependable person, as well a great mother. I was blessed to have got to work with her for four years. Coty was always an understanding, and kind hearted manager to all her employee's. She worked very hard to be where she was and to have the fife she does. If you have any other questions feel free to contact me at any time. Samantha Robbins Phone number (817) 862-3764 Address 9252 Seaway Dr. Dallas TX 75217 Thank you and have a wonderful day! 20140910-08381 DATE 09/01/2014 SO WELD COUNTY RECORDS GREELEY 1950 "O" STREET GREELEY, CO 80631 RE: RAYHEL,COTY NICOLE DATE OF BIRTH: SOC: XXX-XX- No Colorado record of arrest has been located based on above name and date of birth or through a search of our fingerprint files. The Colorado Bureau of Investigation's database contains detailed information of arrest records based upon fingerprints provided by Colorado law enforcement agencies. Arrests which are not supported by fingerprints will not be included in this database. on occasion the Colorado criminal history will contain disposition information provided by the Colorado judicial system. Additionally, warrant information, sealed records, and juvenile records are not available to the public. Since a record may be established after the time a report was requested, the data is only valid as of the date issued. Therefore, if there is a subsequent need for the record, it is recommended another check be made. Falsifying or altering this document with the intent to misrepresent the contents of the record is prohibited by law and may be punishable as a felony when done with intent to injure or defraud any person. Sincerely, Ronald C. Sloan, Director Colorado Bureau of Investigation Page 1 i\(8M Map - IarstcL prow 5C VMJ'F CGd-Wt DR 0140 (02/16/11) DEPARTMENT OF REVENUE DENVER Co 80261-0013 Must collect taxes for: SALES TAX LICENSE STATE COLORADO USE ACCOUNT LIABILITY INFORMATION ISSUE DATE NUMBER for all references cd,■ay an Industry type Yabldy date "io"°' day year 27900431-0000 03-0206-063 L 090113 Jan 14 14 THIS LICENSE MUST BE POSTED AT THE FOLLOWING LOCATION IN A CONSPICUOUS PLACE: Ole Hickory Smokehouse an 3815 STATE HIGHWAY 119 LONGMONT CO 80504-9543 IIIiiIIiII'IIIIIIIi1IIiIIIuIIIIiIIIIIII'II'IIIIIII'IIII'IIIIIIuII OLE HICKORY SMOKEHOUSE AND TAVERN ATTN: SUSAN 1MLLIAMS 13623 E EXPO AVE AURORA CO 80012-3522 III DR 0010 (01/18/12) LICENSE VALID TO DECEMBER 31 2015 THIS LICENSE IS NOT TRANSFERABLE Executive Director Department of Revenue STATE OF COLORADO DEPARTMENT OF PUBLIC HEALTH AND ENVIRONMENT O OPERATE A RETAIL FOOD ESTABLISHMENT ACCOUNT NUMBER use for all references shown LIABILITY INFORMATION ISSUE DATE ICENSE VALID T DECEMBER 31 county I city 1 idduSt. 'type' liabimy date month I day I year 27900431 _ 62 3274 9/5/2013 1/24/2014 2014 I" hereon THIS LICENSE MUST BE POSTED AT THE FOLLOWING LOCATION: This certifies that tcensee OLE HICKORY SMOKEHOUSE TAVEuthorized and licensed to engage business in accordance with the 3815 HWY 119 provisions of the law and regulations of LONGMONT, CO 80504 the Colorado Department of Public Health and Environment. Any afterations made on this license will automatically make it null and void. LICENSING AGENCY: WELD COUNTY DEPARTMENT OF PUBLIC HEALTH AND ENVIRONMENT Owner: SMOKEHOUSE ENTERPRISES LLC 1<it:1, c��.! (0' TREVOR JIRICEK, M.A.L.S., DIRECTOR ENVIRONMENTAL HEALTH SERVICES POST IN A CONSPICUOUS PLACE O m O -O N O U o 0 T m co c v O D U • ° o a' p Y m 3 -O02 U a O VO a ma3 RECEIPT DATE Q1-- 27, 2oi� NO 87721 RECEIVED FROM -%-CejabiRngka.t-Qtt {.asiup-,�jl � ADDRESS a/ $ /CO. 4° FOR —Tp TtpDh )tp11t HOW PAID CASH CHECK MONEY ORDER !CO CO 111.0 y83309140 O m O ' O M O U ° 00 • m a)2O =o n O o o o a) A)o2 a U` RECEIPT DATE (,1,& 274 NO 87722 RECEIVED FROM& ' e_fil �adeh0Q-8-IPE�1f.eirRy YJJiittai . ADDRESS 0 11/411.41.) klIfIL .a4 and c2a �t,� and "lion r $ 950. aI5 FOR Pp At( bo HOW PAID 4.0 483309 /5 CASH CHEC MONEY ORDER 96-0 a, L4 rBeitcuia O O -o N O U o 0 �, m CO c D)O O 00 X U U ° o 1) 2 Y m U a. (7 �F a to O O O N o co O O m ym • w • U • Y m CD >v02 >Ua0 HOW PAID CASH CHECK MONEY NEY w{•J'%'�{•J� /S026 at RECEIPT RECEIVED FROM ADDRESS FOR DATE E Alai 100 L $ 0 • Q.,d HOW PAID CASH CHECK MONEY MONEY 11 �j OD RECEIPT DATE 7/_i4/ N 87723 RECEIVED FROM i aI -1141 14{(1/€11 511S-41.Ofta.f ADDRESS J Atautiarta d uLtw<n�y 4 ►e and 400 $ 6' FOR 50b Iu1✓t (1nadt. tap 4 3' 756 /7, 20/i) NO 87720 *'S W183509112 y34A 9 ciaLlUd 1. Ya{�(-},(�1 .a_2 re) Ca Kr. Cry .-I N �l AND RETAIN THIS COPY BEFORE AFFIXING TO THE PACKAGE. NO POUCH NEEDED. L. E Hz C C ?> C E — a- N O cl3d C vQi to O O M „Lte "J CDLP- 9&-e 90d a Ov C-i r, J) CI m L m 9 O E I E O 0 !C a �1 Y C a� Co Y C c 0 2 0 C Q 6 1 f. C C O i 7 a Li az N In Document must be tiled electronically. Paper documents are not accepted. Fees & forms are subject to change. For more information or to print copies of filed documents, visit www.sos.state.co.us. -F11od Colorado Secretary of State Date and Time: 08/29/2014 12:55 PM ID Number: 20141531694 Document number: 20141531694 Amount Paid: $1.00 ABOVE SPACE FOR OFFICE USE ONLY Articles of Organization filed pursuant to § 7-80-203 and § 7-80-204 of the Colorado Revised Statutes (C.R.S.) 1. The domestic entity name of the limited RRayy is t hel E eprises Ito (The name ofa limited liability company must contain the term or abbreviation "limited liability company" "ltd. liability company" "limited liability co.". "ltd. liability co '."limited" 1.1.c." '1k",or"ltd.".See §7-90-601. C.R.S.) (Caution: The use of certain terms or abbreviations are restricted by law. Read instructions for more information.) 2. The principal office address of the limited liability company's initial principal office is 3815 state highway 119 (Street number and name) Street address Mailing address (leave blank if same as street address) Longmont (City) (Province — if applicable) 1159 ARAPAHOE AVE CO 80504 State (ZIP "Postal Code) United)States (Country) (Street number and name or Post Office Box information) BERTHOUD (City) CO 80513 (State (IJP%Postcrl Cade) United'States . (Province —if applicable) (Corn!») 3. The registered agent name and registered agent address of the limited liability company's initial registered agent are Name (if an individual) or Rayhel Robert Owen (Last) (First) (if an entity) (Caution: Do not provide both an individual and an entity name.) 1159 ARAPAHOE AVE Street address Mailing address (leave blank if same as street address) ARTY RCi_L LC (Middle) (Suffix) (Street number and name) BERTHOUD (city) 1159 ARAPAHOE AVE Co 80513 (State) (ZiP Code) (Sweet n unth er and name or Post Office Box information) Page c' Rev. 12!01/2012 BERTHOUD (City) CO 80513 (State) (ZIP Code) ate following statement is adopted by marking the box.) aigi The person appointed as registered agent has consented to being so appointed. 4. The true name and mailing address of the person forming the limited liability company are Name (if an individual) or (if an entity) Rayhel Robert Owen (Last) (First) (Middle) (S+llix) (Caution: Do not provide both an individual and an entity name.) 1159 ARAPAHOE AVE Mailing address (Street number and name or Post Office Bar n formanor) BERTHOUD CO 80513 (City) (State) (ZIP/Postal Code) United States (Pmvinee - if applicable) (Coition) (If the following statement applies, adopt the statement by marking the box and include an attachment.) El The limited liability company has one or more additional persons forming the limited liability company and the name and mailing address of each such person are stated in an attachment. 5. The management of the limited liability company is vested in (Mark the applicable box.) ❑ one or more managers. or (1 the members. 6. (The following szauemenl is adopted by marking the box.) Q There is at least one member of the limited liability company. 7. (lithe following statement applies, adopt the statement by marking the box and include au attachment.) ❑ This document contains additional information as provided by law. 8. (Caution: Leave blank if the document does not have a delayed effective date. Stating a delayed elective dole has significant legal consequences. Read insh•nclions before entering a date.) (If the following statement applies. adopt the .statement by entering a date mid, if applicable. time using the required format) The delayed effective date and, if applicable, time of this document is/are (mm!dd•yt:ty hoar: minute nm%put) Notice: Causing this document to be delivered to the Secretary of State for filing shall constitute the affirmation or acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the document are true and the document complies with the requirements of that Part, the constituent documents, and the organic statutes. ARTORG LLC Pace 2 of 3 Rev. ATMt \2 This perjury notice applies to each individual who causes this document to be delivered to the Secretary of State, whether or not such individual is named in the document as one who has caused it to be delivered. 9. The true name and mailing address of the individual causing the document to be delivered for filing are Rayhel Robert Owen (Last) (First) (Middle) (Suffix) 1159 ARAPAHOE AVE (Street number and name or Post Office Box information) • BERTHOUD (City) (Province — if applicable) CO 80513 (State) (VP/Postal Code) United States (Cowin)) (;f the following statement applies, adopt the statement by marking the box and include an attachment.) [� This document contains the true name and mailing address of one or more additional individuals causing the document to be delivered for filing. Disclaimer. This form/cover sheet, and any related instructions, are not intended to provide legal, business or tax advice, and are furnished without representation or warranty. While this form/cover sheet is believed to satisfy minimum legal requirements as of its revision date, compliance with applicable law, as the same may be amended from time to time, remains the responsibility of the user of this form/cover sheet. Questions should be addressed to the user's legal, business or tax advisor(s). ARTORG L1.C Page 3 of 3 Rev. 12/01/2012 2123/2015 Colorado Secretary of State - Summery For this Record... Filing history and documents Get a certificate of good standing File a form Subscribe to email notification Unsubscribe from email notification Business Home Business Information Business Search FAQs, Glossary and Information Summary Details Name Rayhel Enterprises I c Status Good Standing Formation date 08/29/2014 ID number 20141531694 Form Limited Liability Company Periodic report month August Jurisdiction Colorado Term of duration Perpetual Principal office street address 3815 state highway 119, longmont, CO 80504, United States Principal office mailing address 1159 ARAPAHOE AVE, BERTHOUD, CO 80513, United States Registered Agent Name Robert owen Rayhel Street address 1159 ARAPAHOE AVE, BERTHOUD, CO 80513, United States Mailing address 1159 ARAPAHOE AVE, BERTHOUD, CO 80513, United States Filing history and documents Get a certificate of good standing File a form Set up secure business filing Subscribe tQemail notification Unsubscribe from email notification Back hops://www.sos,state.co.us/biz/BusinessEntityDetai I .do?quitButtonDestination= Busi nessEntityResults&rtameTyp=ENT&entityld2=201415316948srchTyp=EN... 1/1 SALE OF BUSINESS AND ASSETS AGREEMENT This sale of business assets agreement ("Agreement") is between Smokehouse Enterprises, LLC and Daniel McCarver (collectively, the "Sellers") and Robert Rayhel, and Rayhel Enterprises, LLC, (the "Purchaser"). In consideration of the mutual covenants and agreements contained in this Agreement, the Purchaser agrees to purchase and the Sellers agree to sell all of their Membership Interest in Smokehouse Enterprises, LLC all furniture, fixtures, inventory, equipment, intellectual property, signs, and goodwill ("personal property") belonging to Sellers and used in the operation of a business known as Ole Hickory Smokehouse & Tavern and located at 3815 Highway 119, Longmont, Colorado 80504. A list of the equipment being acquired is attached as Exhibit A. The inventory being acquired is what is on hand as of the night before the day of Closing. The purchase and sale shall be upon the following terms and conditions: A PURCHASE PRICE 1. The purchase price shall be $105,000.00, plus inventory (as determined below) for cash at closing. a) Pursuant to the requirements of Internal Revenue Service Form 8594, that amount shall be apportioned as follows: (i) $75,000.00 plus the price of inventory for the furniture, equipment, intellectual property, signs, inventory and fixtures; (ii) $30,000.00 for the Membership Interest in the LLC, and the business as a going concern, including the goodwill. (iii) The actual value of the inventory as mutually agreed upon by the Purchaser and Sellers on the night before the day of Closing. (iv) Intellectual property shall include all business telephone numbers, all Internet advertising, including web pages, all social media, and the name "Ole Hickory Smokehouse & Tavern." b) The purchase price shall be paid as follows: Cash on the day of Closing. c) The Buyer shall be assigned the Operating Agreement of the LLC at closing. B CONTINGENCY 1. This Agreement is expressly contingent upon all of the following: a) Purchaser and Sellers must enter into a Lease Assignment, attached hereto as Exhibit B, for the business location known as 3815 Highway 119, Longmont, Colorado 80504. b) The Operating Manager, Larry Moon, shall remain on staff until the liquor license is transferred to a qualified member of the LLC. 2. Should any or all of these contingencies fail to occur, this Agreement shall terminate. The failure of any contingency expressly relieves Purchaser from his obligations under this Agreement and shall not constitute a breach on the part of either party. C CLOSING The closing shall be held on August 29, 2014 at Warren, Carlson & Moore, LLP. 6Q64 N. 7Qth Street, Suite 3, Niwot, Colorado at 9:00 a.m., or such other date, place and time as may be determined by mutual agreement of the Sellers and Purchaser. D SELLERS' WARRANTIES 1. Sellers warrant that at time of closing, they will be in full and lawful possession of the Membership Interest, furniture, fixtures, inventory, equipment, and signs; that Sellers hold good and lawful title to the same; that Sellers have the right to transfer the same to Purchaser and; that Sellers will transfer the same to Purchaser free and clear of all liens and encumbrances of whatever kind or nature and will warrant and forever defend Purchaser's title to the same. 2. Sellers warrant and represent that there are no suits or judgments against the Sellers their properties or businesses, nor do Sellers know or have any basis of knowing of any suit or proceeding presently instituted against Sellers, the personal property or the business. Sellers agree to pay any claim or judgment and all costs or attorney's fees incurred by Purchaser as a result thereof, and to save and hold the Purchaser harmless from the same. 3. Sellers agree to pay and promptly discharge all sales tax, employee withholding tax, FICA tax and any other taxes attributable to the business which are now due and owing, or which may become due and owing prior to closing. Sellers further agree to hold Purchaser harmless from and against any liability for the payment of any taxes, or any penalties or interest due or to become due as a result of the taxes. Sellers warrant that there are no tax liens of any kind, whether Federal, State, County, City or any other kind, presently pending against any of Sellers' property being sold. Sellers further warrant that they have filed all necessary State and Federal Income Tax Returns and all necessary reports and returns for all other taxes to the Federal, State, County and City governments. Sellers have fully paid and discharged, or will fully pay and discharge, all taxes accrued up to date of closing. Personal property taxes on the personal property being sold, however, shall be prorated to date of Closing based upon the 2013 tax statement which shall be a final statement. 4. If, at any time after Closing, there is asserted against Purchasers any liability, suit, claim or demand, for anything that occurred prior to Closing, the Sellers shall, upon receiving written notice, defend the same at their own cost and expense. Sellers may make settlement, pay or discharge the same, or otherwise exonerate Purchasers therefrom, but only to the extent that the liability, suit, claim or demand arose out of matters relating to the conduct of the business prior to closing and while the business was in the possession of Sellers. This provision is not intended to be for the benefit of any third party and no person not a party to this Agreement shall have any right to an action against the Sellers. 5. Without in any way limiting or diminishing the warranties, representations or covenants contained in this Agreement, or the rights or remedies available to the Purchasers for breach of this Agreement, Sellers hereby agree to hold Purchasers harmless from and against all loss, liability, damages, or expenses arising out of any claims, demands, penalties, fines, taxes, or other loss resulting directly or indirectly from the assertion against Purchasers or the personal property of claims arising before the closing date. E PURCHASER'S WARRANTIES 1. Purchaser is purchasing the assets in "As Is" condition. Sellers make no warranties as to the working order of the assets after, or the merchantability of such assets. Purchaser has had a full and fair opportunity to inspect the books and records of the business and the assets prior to Closing. 2. Purchaser agrees to indemnify and hold Sellers harmless from any claim, demand, or suit relating to an event that occurred after Closing, except for Sellers' own acts, for which they shall remain solely liable. 3. If, at any time after Closing, there is asserted against Sellers any liability, suit, claim or demand, for anything that occurred subsequent to Closing, the Purchaser shall, upon receiving written notice, defend the same at her own cost and expense. Purchaser may make settlement, pay or discharge the same, or otherwise exonerate Sellers therefrom, but only to the extent that the liability, suit, claim or demand arose out of matters relating to the conduct of the business subsequent to closing and while the business was in the possession of Purchaser. This provision is not intended to be for the benefit of any third party and no person not a party to this Agreement shall have any right to an action against the Purchaser. 4. Without in any way limiting or diminishing the warranties, representations or covenants contained in this Agreement, or the rights or remedies available to the Sellers for breach of this Agreement, Purchaser hereby agrees to hold Sellers harmless from and against all loss, liability, damages, or expenses arising out of any claims, demands, penalties, fines, taxes, or other loss resulting directly or indirectly from the assertion against Sellers or the personal property of claims arising subsequent to the closing date. 5. Purchaser shall be responsible for any sales tax or other tax assessed as a result of the sale and purchase of the business. 6. Purchaser understands that the Membership Interest has not been registered under the Securities Act of 1933, as amended, and may not be sold, assigned, or otherwise transferred without registration thereunder unless such sale, assignment, or transfer does not involve a transaction requiring registration under the Securities Act of 1933. Purchaser shall not transfer any part of her membership for up to and including 90 days after closing. F MISCELLANEOUS PROVISIONS 1. Possession. Possession of the furniture, fixtures, inventory, equipment, the name, and signs shall be delivered to Purchaser at time of closing. 2. Liens and Encumbrances. Purchaser may, at his sole cost and expense, arrange for a search to be made of the Uniform Commercial Code records of the Secretary of State of the State of Colorado and the Central Indexing System of the State of Colorado, to determine if any liens or encumbrances have been filed which encumber the furniture, fixtures, inventory, equipment or signs being transferred. In the event the search discloses any liens or encumbrances on the furniture, fixtures, inventory, equipment, or signs being transferred, the lien or encumbrance shall constitute a defect in Sellers' title to the personal property, which defect shall be remedied by Sellers in accordance with the provisions above. 3. Accounts Receivable and Accounts Payable. As of the date of closing all receivables and all obligations shall be prorated to the respective parties and accounted for in accordance with generally accepted accounting principals. el. Continued Operation of the Business. Sellers agree that between the date of execution of this Agreement and closing, they shall continue the ordinary and regular conduct of the business and that there will be no substantial modification of the financial condition of the business except as will occur in the ordinary and regular conduct thereof. a) Sellers shall make no change in the usual business hours and shall keep the business functioning as an on -going concern as that term is usually employed in the same business or industry. Sellers shall keep the inventory at normal operating levels up to closing. b) Specifically, Sellers agree that Sellers will continue to employ all existing employees of the business and will make no current or prospective change in such employee's salary or hourly rate of pay, benefits, or vacation or sick leave allowances. Sellers are free to terminate employees for business purposes. c) Further, all costs of operation shall remain at existing levels, to the extent that the same are controlled by Sellers. d) Further, Sellers agree that they will not incur any debts in the operation of the business except those normally incurring in the ordinary course of business operations, or unless Purchasers' express permission therefore is first obtained. 5. Covenant Not to Compete. Sellers covenant and agree with Purchaser that a) For a period of three years from the date of closing, Sellers shall not, directly or indirectly, request or advise any customer of any business operated by Purchaser to withdraw, curtail or cancel business with Purchaser. b) For a period of three years from the date of closing, Sellers shall not, directly or indirectly induce or attempt to influence any employee of any business operated by Purchaser to terminate his or her employment. 6. For a period of three years from the date of closing, Sellers shall not, directly or indirectly, engage in the operation of a competing business within 30 radius miles from the location of the business. The prohibition of this section shall include employment as a clerk, manager, consultant, or advisor to any competing business, as well as the ownership of any interest therein. The parties acknowledge that, if Sellers, or any of them shall violate any of the provisions of the above covenant not to compete, Purchaser shall have, in addition to any action for damages, the right to seek and obtain injunctive relief. 7. Terms and Conditions. The parties hereto acknowledge that they have carefully read and thoroughly understand the terms and conditions of this Agreement and that it contains the entire understanding pursuant to which the parties have entered into this Agreement. The results of all their negotiations have been merged in this Agreement and Purchaser and Sellers accept the terms and conditions hereof and in all respects are and agree to be bound thereby. 8. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the respective parties hereto, their heirs, administrators, successors and assigns. 9. Jurisdiction. The terms of this Agreement shall be construed and determined in accordance with the laws of the State of Colorado. 10. Venue. In the event any action at law or any suit in equity shall be commenced by any party hereto for the enforcement of any of the terms hereof, venue for such action shall lie in the District or County Court in and for the County of Boulder and State of Colorado. 11. Survival. All unperformed covenants, conditions and agreements contained in this Agreement shall survive the closing. 12. Entire Agreement. This Agreement contains the entire agreement between the parties and any future agreement hereinafter made between them shall be ineffective to change, waive, release, discharge, terminate or effect an abandonment of this Agreement, in whole or in part, unless such future agreement is in writing and signed by the parties. 13. Waiver. No consent, express or implied, to any breach of any one or more of the covenants and agreements hereof shall be deemed to be a waiver of any other or succeeding breach. 14. Attorney's Fees. In any legal action involving this Agreement, including the recapture of the licenses in a default, the prevailing party shall be awarded reasonable attorney fees and costs. In witness whereof, the parties have executed this agreement this August 29, 2014 Sellers Smokehouse Enterprises, LLC By: Daniel McCarver, Manager 4,,,,,:,04i fe,,,,_, Daniel McCarver, Member Susan Williams, Member Purchaser Rayhel Enterprises, LLC By: Robert Rayhel; aging member I, Robert Rayhel, obtained a loan for $500,000.00 from Carolyn Rayhel-Myers to be able to move to Colorado and begin a semi -retirement business. I bought a house for me and my family for $280,000.00 and put the remaining toward the purchase of a business. LEASE ASSIGNMENT This Lease Assignment ("Assignment") is made on this 29th day of August, 2014, between Smokehouse Enterprises, LLC and Daniel McCarver ("Assignor") and Rayhel Enterprises, LLC, ("Assignee"). WHEREAS, Assignor obtained assignment from Jensen Entertainment, LLC, under the Colorado Commercial Lease Agreement dated November 1, 2007 (the "Lease"); and WHEREAS, when Assignor took over the Lease, an Assignment, Assumption, Consent and Amendment of Lease (the "Amendment") was prepared but never fully executed; and WHEREAS, the Landlord's consent is not required under the Lease; and WHEREAS, Assignee has, on the same date as this Assignment, acquired all of the assets of the Assignor; and WHEREAS, Assignor and Assignee wish to fully assign all of the rights and duties that Assignor has under the Lease to Assignee in the property known as 3815 Highway 119, Longmont, Colorado 80504. Now therefore: 1. Pursuant to Article 4 of the Lease, which provides that "Tenant (Assignor) shall have the right without Landlord's consent, to assign this Lease ... to a purchaser of substantially all of Tenant's assets." 2. Assignee has purchased, on today's date, all of Assignor's assets, and therefore, pursuant to the above quoted article of the Lease, has the absolute right to receive an assignment of the Lease. 3. As a result of the assignment, Assignor is fully relieved of all obligations under the Lease and the failed Amendment to that Lease. 4. For any actions that arose before the date of Closing, Assignor does and will fully defend and indemnify Assignee from any and all claims under the Lease, whether brought by the Landlord or any other party, 5. For any actions that arise after the date of Closing, Assignee does and will fully defend and indemnify Assignor against all claims under the Lease, whether brought by the Landlord or any other party. 6. By his signature below, Assignee accepts the full terms and conditions of the Lease. 7. The Amendment (which was never fully executed) is hereby null and void. 8. Miscellaneous Provisions: a. Jurisdiction. The terms of this Agreement shall be construed and determined in accordance with the laws of the State of Colorado. b. Entire Agreement. This Agreement contains the entire agreement between the parties and any future agreement hereinafter made between them shall be ineffective to change, waive, release, discharge, terminate or effect an abandonment of this Agreement, in whole or in part, unless such future agreement is in writing and signed by the parties. c. Waiver. No consent, express or implied, to any breach of any one or more of the covenants and agreements hereof shall be deemed to be a waiver of any other or succeeding breach. d. Attorney's Fees. In any legal action involving this Agreement, including the recapture of the licenses in a default, the prevailing party shall be awarded reasonable attorney fees and costs. Assignor Smokehouse Enterprises, LLC By: Daniel McCarver, Manager --41,1“)60 te‘,„ Daniel McCarver, Individually Assignee Rayhel Enterprises, LLC It el, managing member Colorado Commercial Lease Agreement This Commercial Lease Agreement ("Lease") is made and effective November 1 2007, by and between Jabez Enterprises, LLC ("Landlord") and Jensen Entertainment, LLC ("Tenant"). Landlord is the owner of land and improvements commonly known and numbered as 3815 Highway 119 Longmont. CO 80504 and legally described as follows (the "Building"). Landlord makes available for lease a portion of the Building designated as Restaurant and Bar (the "Leased Premises"). Landlord desires to lease the Leased Premises to Tenant, and Tenant desires to lease the Leased Premises from Landlord for the term, at the rental and upon the covenants, conditions and provisions herein set forth. THEREFORE, in consideration of the mutual promises herein, contained and other good and valuable consideration, it is agreed: 1 Term. A. Landlord hereby leases the Leased Premises to Tenant, and Tenant hereby leases the same from Landlord, for an "Initial Term" beginning November 1, 2007 and ending October 31, 2012. B. Tenant may renew the Lease for one extended term of 5 years. Tenant shall exercise such renewal option, if at all, by giving written notice to Landlord not less than ninety (90) days prior to the expiration of the Initial Term. The renewal term shall be at the rental set forth below and otherwise upon the same covenants, conditions and provisions as provided in this Lease. 2. Rental. A. Tenant shall pay to Landlord during the Initial Term rental of $30,000 gross rent (including electric, water and sewer) for the first year, payable in installments of $2,500 per month. Each installment payment shall be due in advance on the first day of each calendar month during the lease term to Landlord at 3815 Highway 119 Longmont, CO 80504. From 2"`' year, there will be an increase of $100 monthly rent every year. The rental payment amount for any partial calendar months included in the lease term shall be prorated on a daily basis. B. The rental for any renewal lease term, if created as permitted under this Lease, shall be $100 increase per month every year.. 3. Use Notwithstanding the forgoing, Tenant shall not use the Leased Premises for the purposes of storing, manufacturing or selling any explosives, flammables or other inherently dangerous substance, chemical, thing or device. 4. Sublease and Assignment. Tenant shall have the right without Landlord's consent, to assign this Lease to a corporation with which Tenant may merge or consolidate, to any subsidiary of Tenant, to any corporation under common control with Tenant, or to a purchaser of substantially all of Tenant's assets. Except as set forth above, Tenant shall not sublease all or any part of the Leased Premises, or assign this Lease in whole or in part without Landlord's consent, such consent not to be unreasonably withheld or delayed. 5. Repairs. During the Lease term, Tenant shall make, at Tenant's expense, all necessary repairs to the Leased Premises. Repairs shall include such items as routine repairs of floors, walls, ceilings, and other parts of the Leased Premises damaged or worn through normal occupancy, except for major mechanical systems or the roof,.subject to the obligations of the parties otherwise set forth in this Lease. 6. Alterations and Improvements. Tenant, at Tenant's expense, shall have the right following Landlord's consent to remodel, redecorate, and make additions, improvements and replacements of and to all or any part of the Leased Premises from time to time as Tenant may deem desirable, provided the same are made in a workmanlike manner and utilizing good quality materials. Tenant shall have the right to place and install personal property, trade fixtures, equipment and other temporary installations in and upon the Leased Premises, and fasten the same to the premises. All personal property, equipment, machinery, trade fixtures and temporary installations, whether acquired by Tenant at the commencement of the Lease term or placed or installed on the Leased Premises by Tenant thereafter, shall remain Tenant's property free and clear of any claim by Landlord. Tenant shall have the right to remove the same at any time during the term of this Lease provided that all damage to the Leased Premises caused by such removal shall be repaired by Tenant at Tenant's expense. 7 Property Taxes. Landlord shall pay, prior to delinquency, all general real estate taxes and installments of special assessments coming due during the Lease term on the Leased Premises, and all personal property taxes with respect to Landlord's personal property, if any, on the Leased Premises. Tenant shall be responsible for paying all personal property taxes with respect to Tenant's personal property at the Leased Premises. 8. Insurance. A. If the Leased Premises or any other part of the Building is damaged by fire or other casualty resulting from any act or negligence of Tenant or any of Tenant's agents, employees or invitees, rent shall not be diminished or abated while such damages are under repair, and Tenant shall be responsible for the costs of repair not covered by insurance. B. Landlord shall maintain fire and extended coverage insurance on the Building and the Leased Premises in such amounts as Landlord shall deem appropriate. Tenant shall be responsible, at its expense, for fire and extended coverage insurance on all of its personal property, including removable trade fixtures, located in the Leased Premises. C. Tenant and Landlord shall, each at its own expense, maintain a policy or policies of comprehensive general liability insurance with respect to the respective activities of each in the Building with the premiums thereon fully paid on or before due date, issued by and binding upon some insurance company approved by Landlord, such insurance to afford minimum protection of not less than $1,000,000 combined single limit coverage of bodily injury, property damage or combination thereof. Landlord shall be listed as an additional insured on Tenant's policy or policies of comprehensive general liability insurance, and Tenant shall provide Landlord with current Certificates of Insurance evidencing Tenant's compliance with this Paragraph. Tenant shall obtain the agreement of Tenant's insurers to notify Landlord that a policy is due to expire at least (10) days prior to such expiration. Landlord shall not be required to maintain insurance against thefts within the Leased Premises or the Building. 9. Utilities. Tenant shall pay all charges for gas, trash, telephone and other services and utilities used by Tenant on the Leased Premises during the term of this Lease unless otherwise expressly agreed in writing by Landlord. Water, electric, and sewer will be included in gross rent. Tenant shall not use any equipment or devices that utilizes excessive electrical energy or which may, in Landlord's reasonable opinion, overload the wiring or interfere with electrical services to other tenants. 10. Signs. Following Landlord's consent, Tenant shall have the right to place on the Leased Premises, at locations selected by Tenant, any signs which are permitted by applicable zoning ordinances and private restrictions. Landlord may refuse consent to any proposed signage that is in Landlord's opinion too large, deceptive, unattractive or otherwise inconsistent with or inappropriate to the Leased Premises or use of any other tenant. Landlord shall assist and cooperate with Tenant in obtaining any necessary permission from governmental authorities or adjoining owners and occupants for Tenant to place or construct the foregoing signs. Tenant shall repair all damage to the Leased Premises resulting from the removal of signs installed by Tenant. 11. Entry, Landlord shall have the right to enter upon the Leased Premises at reasonable hours to inspect the same, provided Landlord shall not thereby unreasonably interfere with Tenant's business on the Leased Premises. 12. Parking. During the term of this Lease, Tenant shall have the non-exclusive use in common with Landlord, other tenants of the Building, their guests and invitees, of the non -reserved common automobile parking areas, driveways, and footways, subject to rules and regulations for the use thereof as prescribed from time to time by Landlord. Landlord reserves the right to designate parking areas within the Building or in reasonable proximity thereto, for Tenant and Tenant's agents and employees. 13. Damage and Destruction. Subject to Section 8 A. above, if the Leased Premises or any part thereof or any appurtenance thereto is so damaged by fire, casualty or structural defects that the same cannot be used for Tenant's purposes, then Tenant shall have the right within ninety (90) days following damage to elect by notice to Landlord to terminate this Lease as of the date of such damage. In the event of minor damage to any part of the Leased Premises, and if such damage does not render the Leased Premises unusable for Tenant's purposes, Landlord shall promptly repair such damage at the cost of the Landlord. In making the repairs called for in this paragraph, Landlord shall not be liable for any delays resulting from strikes, governmental restrictions , inability to obtain necessary materials or labor or other matters which are beyond the reasonable control of Landlord. Tenant shall be relieved from paying rent and other charges during any portion of the Lease term that the Leased Premises are inoperable or unfit for occupancy, or use, in whole or in part, for Tenant's purposes. Rentals and other charges paid in advance for any such periods shall be credited on the next ensuing payments, if any, but if no further payments are to be made, any such advance payments shatl be refunded to Tenant. The provisions of this paragraph extend not only to the matters aforesaid, but also to any occurrence which is beyond Tenant's reasonable control and which renders the Leased Premises, or any appurtenance thereto, inoperable or unfit for occupancy or use. in whole or in part, for Tenant's purposes. 14 Default. !f default shall at any time be made by Tenant in the payment of rent when due to Landlord as herein provided, and if said default shall continue for fifteen (15) days after written notice thereof shall have been given to Tenant by Landlord, or if default shall be made in any of the other covenants or conditions to be kept, observed and performed by Tenant, and such default shall continue for thirty (30) days after notice thereof in writing to Tenant by Landlord without correction thereof then having been commenced and thereafter diligently prosecuted, Landlord may declare the term of this Lease ended and terminated by giving Tenant written notice of such intention, and t possession of the Leased Premises is not surrendered, Landlord may reenter said premises. Landlord shall have, in addition to the remedy above provided, any other right or remedy available to Landlord on account of any Tenant default, either in law or equity. Landlord shall use reasonable efforts to mitigate its damages. 15 Quiet Possession Landlord covenants and warrants that upon performance by Tenant of its obligations hereunder. Landlord will keep and maintain Tenant in exclusive, quiet, peaceable and undisturbed and uninterrupted possession of the Leased Premises during the term of this Lease. 16 Condemnation. If any legally, constituted authority condemns the Building or such part thereof which shall make the Leased Premises unsuitable for leasing, this Lease shall cease when the public authority takes possession, and Landlord and Tenant shall account for rental as of that date. Such termination shall be without prejudice to the rights of either party to recover compensation from the condemning authority for any loss or damage caused by the condemnation. Neither party shall have any rights in or to any award made to the other by the condemning authority. 17. Subordination. Tenant accepts this Lease subject and subordinate to any mortgage, deed of trust or other lien presently existing or hereafter arising upon the Leased Premises, or upon the Building and to any renewals, refinancing and extensions thereof, but Tenant agrees that any such mortgagee shall have the right at any time to subordinate such mortgage, deed of trust or other lien to this Lease on such terms and subject to such conditions as such mortgagee may deem appropriate in its discretion. Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any mortgage, deed of trust or other lien now existing or hereafter placed upon the Leased Premises of the Building. and Tenant agrees upon demand to execute such further instruments subordinating this Lease or attorning to the holder of any such liens as Landlord may request. In the event that Tenant should fail to execute any instrument of subordination herein require dto be executed by Tenant promptly as requested, Tenant hereby irrevocably constitutes Landlord as its attorney -in -fact to execute such instrument in Tenant's name, place and stead, it being agreed that such power is one coupled with an interest. Tenant agrees that it will from time to time upon request by Landlord execute and deliver to such persons as Landlord shall request a statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to which rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default stating the nature of such alleged default) and further stating such other matters as Landlord shall reasonably require. 18. Notice. Arty notice required or permitted under this Lease shall be deemed sufficiently given or served if sent by United States certified mail, return receipt requested, addressed as follows: If to Landlord to: Mike Kim 3815 Highway 119, Longmont, CO 80504 If to Tenant to: Tony Jensen 3815 Highway 119, Longmont, CO 80504 Landlord and Tenant shall each have the right from time to time to change the place notice is to be given under this paragraph by written notice thereof to the other party. 19. Memorandum of Lease. The parties hereto contemplate that this Lease should not and shall not be filed for record, but in lieu thereof, at the request of either party, Landlord and Tenant shall execute a Memorandum of Lease to be recorded for the purpose of giving record notice of the appropriate provisions of this Lease. 20. Successors. The provisions of this Lease shall extend to and be binding upon Landlord and Tenant and their respective legal representatives, successors and assigns. 21. Performance. If there is a default with respect to any of Landlord's covenants, warranties or representations under this Lease, and if the default continues more than fifteen (15) days after notice in writing from Tenant to Landlord specifying the default, Tenant may, at its option and without affecting any other remedy hereunder, cure such default and deduct the cost thereof from the next accruing installment or installments of rent payable hereunder until Tenant shall have been fully reimbursed for such expenditures, together with interest thereon at a rate equal to the lessor of twelve percent (12%) per annum or the then highest lawful rate. If this Lease terminates prior to Tenant's receiving full reimbursement, Landlord shall pay the unreimbursed balance plus accrued interest to Tenant on demand. 22. Compliance with Law. Tenant shall comply with all laws, orders, ordinances and other public requirements now or hereafter pertaining to Tenant's use of the Leased Premises. Landlord shall comply with all laws, orders, ordinances and other public requirements now or hereafter affecting the Leased Premises. 23. Final Agreement. This Agreement terminates and supersedes all prior understandings or agreements on the subject matter hereof. This Agreement may be modified only by a further writing that is duly executed by both parties. 24. Governing Law. This Agreement shall be governed, construed and interpreted by, through and under the Laws of the State of Colorado. IN WITNESS WHEREOF, the parties have executed this Lease as of the day and year first above written. R0080888 Bch J Property Profile Account: R0080888 February 17, 2015 Account p gt s) Document ►bstpr Buildinp(s)_ 1, Valuation Detail i lax Authorities Pftgto Sketch j NOV I Print Account R0080888 Parcel I Space l Account Type 131303000041 I Commercial Legal .— Tax Year Tax Area f3v,.dings Actual Value 2 I( 2015 2341I. 1.836,000 Assessed Value! 518.680 LCI-1 L1 LONGIAONT CENTENNAL INN SUB Subdivision LONGMONT CENTENNIAL INN SUB Property Address j Prcpenv City 12rp 3815 119 HWY � WELD 1 000000000 Block ( Lot Land Econonrc Ares 1 DEL CAMNO HIGH VIEW Section Township Range 03 i 02 08 FIRST AMENDMENT TO OPERATING AGREEMENT OF yrzt‘c LC -' Article 1 Offices 1.1 Articles of Organization. This Company was organized pursuant to the provisions of the Colorado Limited Liability Company Act and pursuant to Articles of Organization filed with the Secretary of State on July 29, 2013. The rights and obligations of the Company and the Members shall be provided in the Articles of Organization and this Operating Agreement. 1.2 Conflict Between Articles of Organization and this Agreement. If there is any conflict between the provisions of the Articles of Organization and this Agreement, the terms of the Articles of Organization shall control. 1.3 Purpose. The purpose of the Company shall be to engage in any lawful business. 1.4 Principal Office. The principal office of the company shall be located at 3815 Highway 119, Longmont, CO 80504. The company may have any other offices, either within or without Colotado as the Members may designate, or as the business of the company may from time to time require. 1.5 Sale and Assignment of Membership Interest. The original members, Susan Williams and Kenneth Daniel McCarver as Transferring Members, have sold and assigned all of their Membership Interests to Robert Rayhel as of August 29, 2014. Article 2 Membership Meetings 2.1 Annual Meeting. The Members are not required to meet annually, but if such a meeting is called, it shall be held July 15th in each year, or at such other date or time as may be designated by the Members, for the purpose of reviewing the business of the Company and for the transaction of any other business as may come before the meeting. If the date fixed for the annual meeting is a legal holiday, the meeting shall be held on the next succeeding business day. 2.2 Special Meetings. Special meetings of the Members may be called by not less than one - tenth of all the Members entitled to vote at the meeting or by any other persons as may be provided in the articles of organization or the operating agreement. 2.3 Notice of Meeting. Written notice stating the place, day and hour of the meeting and, in case of a special meeting, the purposes for which the meeting is called, shall be delivered not less than 10 days nor more than 50 days before the date of the meeting, either personally or by mail, by or at the direction of the person calling the meeting, to each Member of record entitled to vote at the meeting. If mailed, the notice shall be deemed delivered when deposited in the United States mail, addressed to the Member, with postage prepaid, at his or her address as it appears on the books of the company. When all the Members of the company are present at any meeting, or if 1 those not present sign in writing a waiver of notice of the meeting, or subsequently ratify all the proceedings of the meeting, the transactions of the meeting are as valid as if a meeting were formally called and notice had been given. 2.4 ,Quorum and Voting. A majority of the Members shall constitute a quorum at a meeting of Members provided, that when there are only two members of the company, both members must be present to constitute a quorum. If a quorum is present, the affirmative vote of Members representing a majority of ownership interests in the company shall be the act of the Members. If a quorum is not represented at any meeting of the Members, the meeting may be adjourned for a period not to exceed 60 days at any one adjournment. At the adjourned meeting at which a quorum shall be present or represented, any business may be transacted which might have been transacted at the meeting as originally notified. The Members present at a duly organized meeting may continue to transact business until adjournment, notwithstanding the withdrawal of enough Members to leave less than a quorum. 2.5 Proxies. At all meetings of Members, a Member may vote by proxy executed in writing by the Member or by that Member's duly authorized attorney -in -fact. The proxy shall be filed with the secretary of the meeting before or at the time of the meeting. No proxy shall be valid after 11 months from date of execution, unless otherwise provided in the proxy. 2.6 Action Without a Meeting. Any action required or permitted to be taken at a meeting of the Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by each Member entitled to vote. The written consent of the Members entitled to vote has the same force and effect as a unanimous vote of the Members. Article 3 Finance 3.1 Fiscal Year. The fiscal year of the company shall begin on the first day of January and end on the last day of December of each year, unless otherwise determined by resolution of the Members. 3.2 Deposits. All funds of the company shall be deposited from time to time to the credit of the company in the banks, trust companies or other depositories that the Members may select. 3.3 Checks, Drafts, Etc. All checks, drafts or other orders for the payment of money, and all notes or other evidences of indebtedness issued in the name of the company shall be signed by one or more designated Members. 3.4 Form of Contribution. The contribution of a Member may be in cash, property, or services rendered or a promissory note or other obligation to contribute cash or property or to perform services. 3.5 Contributions. The capital contributions to be made by the Members and with which the Company shall begin business are as set forth in the books and records of the Company. Each Member shall devote such time as may be required for the operation of the Company. 3.6 Additional Capital Contributions. In the event that the cash funds of the Company arc 2 insufficient to meet its operating expenses or to finance new projects deemed appropriate to the scope and purpose of the Company as determined by the Members, the Members may make additional capital contributions, in the proportion of their Percentage Interests. The amount of the additional capital required by the Company and the period during which additional capital shall be retained by the Company shall be determined by the Members. 3.7 Liability. A Member is obligated to the company to perform any enforceable promise to contribute cash or property or to perform services, even if the Member is unable to perform because of death, disability, or any other reason. If a Member does not make the required contribution of property or services, that Member is obligated at the option of the company to contribute cash equal to that portion of the value, as stated in the company records, of the contribution that has not been made. No promise by a Member to contribute to the company is enforceable unless set out in writing signed by the Member. 3.8 Profits and Losses. The profits and gains of the Company shall be divided and the losses, deductions and credits of the Company shall be borne on the basis of the value, as stated in the company records, of the contributions made by each member (referred to below in Exhibit A as the Members' "Percentage Interests"). 3.9 Distributions. Distributions of cash or other assets of the company shall be allocated among the Members on the basis of the Members' Percentage Interest, as stated above. The Members may establish minimum monthly draws to be received at regularly scheduled intervals by each Member from time to time. Article 4 Records and Inspection 4.1 Records. The company will keep at the principal office the following: 4.1.1 A current list of the full name and last -known business, residence or mailing address of each Member, both past and present; 4.1.2 A copy of the articles of organization and all amendments to the articles of organization, together with executed copies of any powers of attorney pursuant to which any amendment has been executed; 4.1.3 Copies of the company's federal, state and local income tax returns and reports, if any, for the three most recent years; 4.1.4 Copies of any currently effective written operating agreements, copies of any enforceable promise by a Member to contribute cash or property or to perform services, and copies of any financial statements of the company for the three most recent years; 4.1.5 Minutes of every annual and special meeting and any meeting ordered by a court of competent jurisdiction in Colorado; 3 4.1.6 Unless contained in a written operating agreement or in a writing permitted or required under this agreement, a statement prepared and certified as accurate by a Member of the company which describes: 4.1.6.1 The amount of cash and a description and statement of the agreed value of the other property or services contributed by each Member and which each Member has agreed to contribute in the future; 4.1.6.2 The times at which or events on the happening of which any additional contributions agreed to be made by each Member are to be made; 4.1.6.3 If agreed on, the time at which or the events on the happening of which a Member may terminate his or her Membership in the company and the amount of, or the method of determining, the distribution to which he or she may be entitled respecting his or her Membership interest and the terms and conditions of the termination and distribution; 4.1.6.4 Any right of a Member to receive distributions which include a return of all or any part of a Member's contribution; 4.1.7 Any written consents obtained from Members. 4.2 Inspection. The records are subject to inspection and copying at the reasonable request, and at the expense, of any Member during ordinary business hours. Article 5 Management 5.1 Management by Managers. Management of the Company is vested in Managers. Each Manager shall direct, manage and control the business of the Company to the best of his or her ability and shall have full and complete authority, power and discretion to make any and all decisions and to do any and all things, which the Managers shall deem to be reasonably required in light of the Company's business and objectives. 5.2 Number, Tenure and Qualifications. The number of Managers of the Company shall be fixed from time to time by the affirmative vote of Members holding at least two-thirds of all Membership Interests, but in no instance shall there be less than one Manager. Each Manager shall hold office until the next annual meeting of Members elected by the affirmative vote of Members holding at least a majority of all Membership Interests. Managers need not be residents of the State of Colorado or Members of the Company. The Company initially has two Managers with all the rights and duties enumerated herein, Susan Williams and Kenneth Daniel McCarver. 5.3. Certain Powers of Managers. Without limiting the generality of Section 5.1 of this Article 5, the Managers shall have power and authority, on behalf of the Company: 4 (a) To acquire property from any Person or Entity as the Managers may determine. The fact that a Member is directly or indirectly affiliated or connected with any such Person or Entity shall not prohibit the Managers or member from dealing with that Person or Entity; (b) To borrow money for the Company from banks, other lending institutions, the Members, or affiliates of the Members on such terms, as they deem appropriate, and in connection therewith, to hypothecate, encumber and grant security interests in the assets of the Company to secure repayment of the borrowed sums. Except as otherwise provided in the Act, no debt shall be contracted or liability incurred by or on behalf of the Company except by the Company's Managers; (c) To purchase liability and other insurance to protect the Company's property and business; (d) To hold and own any Company real and/or personal properties in the name of the Company; (c) Upon the affirmative vote of the Members holding at least two-thirds of all Membership Interests, to sell or otherwise dispose of all or substantially all of the assets of the Company as part of a single transaction or plan so long as such disposition is not in violation of or a cause of a default under any other agreement to which the Company may be bound; (f) To execute on behalf of the Company all instruments and documents, including, without limitation, checks, drafts, notes and other negotiable instruments, mortgages or deeds of trust, security agreements, financing statements, documents providing for the acquisition, mortgage or disposition of the Company's property, assignments, bills of sale, leases, partnership agreements, and any other instruments or documents necessary, in the opinion of the Managers or members, to the business of the Company; (g) To employ accountants, legal counsel, managing agents or other experts to perform services for the Company and to compensate them from Company funds; (h) To enter into any and all other agreements on behalf of the Company, with any other Person or Entity for any purpose, in such forms as the Managers may approve; and (i) To do and perform all other acts as may be necessary or appropriate to the conduct of the Company's business. Unless authorized to do so by this Agreement or by a Manager or Managers of the Company, no Member, agent, or employee of the Company shall have any power or authority to bind the Company in any way, to pledge its credit or to render it liable pecuniarily for any purpose. However, a Manager may act by a duly authorized attorney-in-faet. 5.4. Iiability for Certain Acts. Each Manager shall exercise his or her business judgment in managing the business, operations and affairs of the Company. Unless fraud, deceit, gross negligence, willful misconduct or a wrongful taking shall be proved by a non -appealable court order, judgment, decree or decision, a Manager shall not be liable or obligated to the Members for any mistake of fact or judgment or for the doing of any act or the failure to do any act by the Managers in conducting the business, operations and affairs of the Company, which may cause or result in any 5 loss or damage to the Company or its members. A Manager does not, in any way, guarantee the return of the Members' Capital Contributions or a profit for the Members from the operations of the Company. A Manager or member shall not be responsible to any Members because of a loss of their investments or a loss in operations, unless the loss shall have been the result of fraud, deceit, gross negligence, willful misconduct or a wrongful taking by a Manager proved as set forth in this Section 4. A Manager or member shall incur no liability to the Company or to any of the Members as a result of engaging in any other business or venture. 5.5. Managers Have No Exclusive Duty to Company. A Manager shall not be required to manage the Company as his or her sole and exclusive function and he (or any Manager) may have other business interests and may engage in other activities in addition to those relating to the Company. Neither the Company nor any Member shall have any right, by virtue of this Agreement, to share or participate in such other investments or activities of a Manager or member or to the income or proceeds derived therefrom. 5.6. Bank Accounts. A Manager may from time to time open bank accounts in the name of the Company, and a Manager shall be the sole signatory thereon, unless a Manager determines otherwise. 5.7. Indemnity of the Managers. The Managers shall be indemnified by the Company under the following circumstances and in the manner and to the extent indicated: (a) In any threatened, pending or completed action, suit or proceeding to which a Manager was or is a party or is threatened to be made a party by reason of the fact that he is or was a Manager of the Company (other than an action by or in the right of the Company) involving an alleged cause of action for damages arising from the performance of his activities on behalf of the Company, the Company shall indemnify such Manager against expenses, including attorney's fees, judgments and amounts paid in settlement, actually and reasonably incurred by him in connection with such action, suit or proceeding if the Manager acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the Company, and provided that his or her conduct has not been found by a non -appealable court judgment, order, decree or decision to constitute gross negligence, willful or wanton misconduct, or a breach of fiduciary obligations to the Members. The termination of any action, suit or proceeding by judgment, order, or settlement shall not, of itself, create a presumption that the Manager did not act in good faith and in a manner which he reasonably believed to be in or not opposed to the best interests of the Company. (b) To the extent the Managers have been successful on the merits or otherwise in defense of any action, suit or proceeding referred to in paragraph (a) above, or in defense of any claim, issue or matter therein, the Company shall indemnify the Managers against the expenses, including attorney's fees, actually and reasonably incurred by him in connection therewith. (c) The indemnification set forth in this paragraph shall in no event cause the Members to incur any liability beyond their total Capital Contributions plus their share of any undistributed profits of the Company, nor shall it result in any liability of the Members to any third party. 6 5.8. Resignation. Any Manager of the Company may resign at any time by giving written notice to the Members of the Company. The resignation of any Manager shall take effect upon receipt of notice thereof or at such later time as shall be specified in such notice; and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. 5.9. Removal. At a meeting called expressly for that purpose, all or any lesser number of Managers may be removed at any time, with or without cause, by the affirmative vote of Members holding a majority of all Interests then entitled to vote at any election of Managers. 5.10. Vacancies. Any vacancy occurring for any reason in the number of Managers of the Company may be filled by the affirmative vote of a majority of the remaining Managers then in office, provided that if there arc no remaining Managers, the vacancy shall be filled by the affirmative vote of Members holding at least a majority of all Interests. Any Manager's position to be filled by reason of an increase in the number of Managers shall be filled by the affirmative vote of a majority of the Managers then in office or by an election at an annual meeting or at a special meeting of Members called for that purpose or by the Members' unanimous written consent. A Manager elected to fill a vacancy shall be elected for the unexpired term of his or her predecessor in office and shall hold office until the expiration of such term and until his or her successor shall be elected and shall qualify or until his or her earlier death, resignation or removal. A Manager chosen to fill a position resulting from an increase in the number of Managers shall hold office until the next annual meeting of Members and until his or her successor shall be elected and shall qualify, or until his or her earlier death, resignation or removal. 5.11. Salaries. The salaries and other compensation of the Managers shall be fixed from time to time by an affirmative vote of Members holding at least a majority of all Membership Interests, and no Manager shall be prevented from receiving such salary by reason of the fact that he is also a Member of the Company. Article 6 Dissolution 6.1 Causes of Dissolution. The Company shall be dissolved on the occurrence of any of the following events: 6.1.1 At any time by unanimous written consent of the Members; 6.1.2 On the bankruptcy, withdrawal, or death of a Member, unless the business of the Company is continued as provided below; or 6.1.3 On the sale of all or substantially all the assets of the Company. 6.2 Continuation of Business. Notwithstanding a dissolution of the Company under Section 6.1.2, the Members, or their personal representatives, or the Unadmitted Assignee of the last Member holding a Membership Interest in the Company, may elect to continue the business of the Company. The election shall occur within 90 days of the event of dissolution. 6.3 Distribution of Assets if Business is Not Continued. In the event of dissolution of the 7 Company and if the Members do not elect to continue the business of the Company, the Members shall proceed with reasonable promptness to sell the real and personal property owned by the Company and to liquidate the business of the Company, provided that, to the extent sale of personal property is not required for payment of 6.3.1 and 6.3.2, personal property contributed by each Member shall be returned to such Member. On dissolution, the assets of the Company business shall be used and distributed in the following order: 6.3.1 Any liabilities and liquidating expenses of the Company will be paid first; 6.3.2 The reasonable compensation and expenses of the Members in liquidation shall be paid; and 6.3.3 The amount then remaining shall be paid to and divided among the Members in accordance with Members' Percentage Interest as of the date of the distribution, after giving effect to all contributions, distributions and allocations for all periods. Article 7 Bankruptcy of a Member 7.1 Bankruptcy Defined. A Member shall be considered bankrupt if an Order for Relief is entered by or against the Member under applicable United States bankruptcy law or if the Member makes an assignment for the benefit of creditors or otherwise takes any proceeding or enters into any agreement for compounding his or her debts other than by the payment of those debts in full. 7.2 Effective Date for Bankruptcy. The effective date of a Member's bankruptcy shall be the date that the other Members, having learned of the Member's bankruptcy, give notice in writing stating that the Member is regarded as bankrupt under this Agreement, such notice to be served personally or by leaving the same at the place of business of the Company. As of the effective date, the bankrupt Member shall have no further rights as a Member of the Company; however, the bankrupt Member's Membership Interest shall remain unaffected except to the extent of any damages incurred by the Company, and the Company shall have the right to purchase the Membership Interest for the same price as established under Section 9.4. In the event the Company does not purchase the Terminated Member's Membership Interest, the Terminated Member's rights shall be those of an Unadmitted Assignee. Article 8 Withdrawal of a Member 8.1 Right to Withdraw, A Member shall have the right to withdraw as a Member of the Company without the consent of all other Members. 8.2 Consequences of Withdrawal of a Member if the Business is Continued. If the remaining Members consent to continuation of the business of the Company, then the withdrawing Member shall have only the rights of an Unadmitted Assignee. The Company shall have the first right to purchase the withdrawing Member's Membership Interest for the amount of the withdrawing Member's capital account during the first three years following admission of the Member, and 8 thereafter for the same price as established under Section 9.4. Such option to purchase shall be exercised and the purchase price paid within 90 days of the date of withdrawal. If the remaining Members do not wish to purchase, the Company shall be dissolved. Article 9 Death of a Member 9.1 Death of a Member. On the death of a Member, the Deceased Member's rights as Member of the Company shall be deemed transferred to the Deceased Member's Estate, and the personal representative of the decedent, or the heirs of the Deceased Member shall become an Unadmitted Assignee of the Membership Interest. Article 10 Transfers of Member's Interest 10.1 Restrictions on Transfers. Except as otherwise permitted by this Agreement, no Member shall transfer, sell or otherwise dispose of all or any portion of its Membership Interest, whether voluntarily or involuntarily ("'I'ransfcr"). In the event that any Member pledges or otherwise encumbers all or any part of its Membership Interest as security for the payment of a debt, the pledge or hypothecation shall be made pursuant to a pledge or hypothecation agreement that requires the pledgee or secured party to be bound by all of the terms and conditions of this Article 10. 10.2 Right of First Refusal. If a Member (the Offering Member") has received a bona fide offer of purchase for all or any portion of his or her ownership interest in the Company which he or she wishes to accept, the Member shall first offer such interest to the other Members as set forth below at the same price and terms (or substantially similar terms) offered by the bona fide prospective purchaser. 10.3 Offer. Such offer shall be in writing, dated the day of mailing, and sent to the other members entitled to purchase hereunder (the "Member's Notice"), and shall describe the bona fide offer specifying the offeror, the interest offered, price and terms, the proposed closing date, and the address of the Offering Member. Such mailing shall be made to the Member(s) addresses shown on the Company's records, which addresses shall be immediately provided to the Offering Member upon his request. The other Member(s) entitled to purchase hereunder shall have the right for ten (10) days after the date of the Member's Notice to elect to Purchase at the price and terms specified in the Member's Notice such portion of the interest as he or they may select. Such right to purchase shall be exercised by giving written notice(s) thereof (the "Member's Acceptance") to the Offering Member, which notice(s) shall set forth the amount of the interest the Member(s) is willing to purchase. The interest shall be sold to each Member who has submitted a timely Member's Acceptance in an amount as to each Member (not exceeding the amount which he has agreed to purchase) based on his pro rata ownership (of all Members submitting Member's Acceptances) of the outstanding interests of the Company on the date of the Member's Notice. 10.4 Closing. Such sales shall be closed at the offices of the Company unless otherwise agreed between the respective parties thereto, fifteen (15) days after the date of the Member's Notice. 9 10.5 Sale of Interest. If the offered interest has not been purchased by the other Members as provided above, the Offering Member shall be free to sell the unpurchased offered interest to the bona tide prospective purchaser, but only if the prospective purchaser agrees to purchase the interest of all other Members who wish to sell at the same price and terms. If the bona fide prospective purchaser decides not to purchase, or fails to purchase within 90 days of the date of the Member's Notice, the Offering Member, before he can sell, must obtain a new bona fide offer for purchase and follow the above procedures. If such interest is sold to such bona fide purchaser, then the restrictions imposed upon such interest hereunder shall be applicable to such interest. Unless the other Members approve of the sale by unanimous written consent, the purchaser shall have only the rights of a transferee under C.R.S. 7-80-702. 10.6 Permitted Transfers. Subject to the conditions and restrictions set forth herein, a Member may at any time Transfer all or any portion of its Membership Interest to (a) any other Member or wholly -owned or controlled affiliate of another Member, (b) any wholly -owned or controlled affiliate of the transferor, (c) a trust for the benefit of the Member or the Member's family if the Member or any immediate family Member retains control over the Membership Interest Transferred, (d) the Member's spouse, or (c) the transferor's personal representative, heirs or trustee to whom the Membership Interest is transferred involuntarily by operation of law. 10.7 R hts of Unadmitted Assignees. A person or entity that acquires a Membership Interest but is not admitted as a substituted Member shall be entitled only to allocations and distributions with respect to the Membership Interest in accordance with this Agreement, and shall have no right to any information or accounting of the affairs of the Company, shall not be entitled to inspect the books or records of the Company, and shall not have any of the rights of a Member under the Colorado Limited Liability Company Act or this Agreement, except as otherwise provided by this Agreement. Article 11 Members' Covenants 11.1 Alienation of a Member's Interest in the Company. No Member shall, except as provided in Article 10, sell, assign, mortgage, or otherwise encumber its, his or her Membership Interest in the Company or in it capital assets or property; or enter into any agreement of any kind that will result in any person, firm, or other organization becoming interested with it, him or her in the Company; or do any act detrimental to the best interests of the Company. 11.2 Reimbursement of Expenses. The Members shall be reimbursed for all Company related expenses incurred which are related to generating business for the Company. Article 12 Miscellaneous Provisions 12.1 Inurement. This Agreement shall be binding on the parties to this Agreement and their respective heirs, personal representatives, successors, and permitted assigns. 12.2 Modification. This Agreement may be modified from time to time as necessary only by the unanimous written consent of the Members. 10 12.3 Entire Agreement. This Agreement and exhibits attached to it set forth all (and are intended by all parties to be an integration of all) of the promises, agreements, conditions, understandings, warranties, and representations among the parties with respect to the Company; and there are no promises, agreements, conditions, understandings, warranties, or representations, oral or written, express or implied, among them other than as set forth in this Agreement. 12.4 Severability. Nothing contained in this Agreement shall be construed as requiring the commission of any act contrary to law. In the event there is any conflict between any provision of this Agreement and any statute, law, ordinance, or regulation contrary to which the Members or the Company have no legal right to contract, the latter shall prevail, but in that event the provisions of this Agreement thus affected shall be curtailed and limited only to the extent necessary to conform with the requirement of law. In the event that any part, article, section, paragraph, or clause of this Agreement shall be held to be indefinite, invalid or otherwise unenforceable, the entire Agreement shall not fail on account of that holding, and the balance of the Agreement shall continue in full force and effect. 12.5 Notice. All notices under this Agreement shall be in writing and shall be personally delivered or mailed by registered or certified mail, postage prepaid, return receipt requested, or by any other method providing reasonable proof of receipt, to the Company, at its principal place of business or to Members at their last known addresses. Notice shall be deemed effectively given on receipt. 12.6 Governing Law. This Agreement and its terms are to be construed according to the laws of the State of Colorado, without giving effect to choice of law rules. 12.7 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which counterparts collectively shall constitute one instrument representing the Agreement between the parties. 11 IN WITNESS, I have set my hand and seal to this Operating Agreement on the day first written above. Approved effective August 29, 2014. 4,62.44-.41) Susan Williams, Transferring Member Date B-aR—re/ Kenneth Daniel McCarver, Transferring Member Date Smokehouse Enterprises, LLC By:L(l i _ t i)f g_i_ -!.c46,0' / /M k Susan Williams, Transferring Manager Date By: Kenneth Daniel McCarver, Transferring Manager Date -4,,t4S1free4—% 9,61171 i1-( hQ1 tk-Q 1 ‘C Q LAC 2 a C� g -may -ice obert Ra . Member By: •: E�� g Robert Rayhel ager Date Date 12 Name OPERKPENG AGREEMEN Exhibit A List of Members, Capital and Percentages Cash Capital Contribution Percentages Robert Rayhel $1,000.00 100% Rafaela Martinez From: Sent: To: Subject: Good morning, Rafaela: Marion - DOR, Gail [gail.marion@state.co.us] Friday, February 20, 2015 9:44 AM Rafaela Martinez Re: Ole Hickory Smokehouse and Tavern I just finished reviewing all the amended pages you provided, and we still have significant open issues which need to be addressed. I am not getting a clear picture of what is going on here, but the agreements and lease aren't matching whatever happened between the parties and it appears Mr. Rayhel was/is connected to both the transferring entity and the new entity. There are now so many corrections on the lease assignment that - in my opinion - it really needs to be redone. That said, we need the following (some of these weren't addressed from my original email 12/22/14, and a few have arisen as I've tried to review the documents together): 1. APPLICATION: CAbt 0-4744j eR04:100- a fo1 e..1C rcztatn, it wus..'t. 2. LEASE: — a. — b. — c. The-parties-irrthe assignment are n to signaturesfrnm ali_parties in 3. IHR - Robert: �.e'e.d `g a nR 1 h tF '1� oI. �PP�• led in, and = provided Tcpartij i7 t(sz.' rl show asJhe-cutrent s-tlre Assiguwwith_app__ _-ate chiding applicant Rayhel Enterprises LLC. s for-$309i000-buthe-figure in Mc is onlp$220;000". 4, SUPPORTING DOCUMENTS: 40(c:wit 6F-fra.nst`e+-cjoe%r:4e� - a. Please provide a copy of the purchase agreement. — b. The First Amendment to the Operating Agreement submitted is that of Smokehouse Enterprises, LLC (the transferor). We need the operating agreement of the applicant Rayhel Enterprises LLC. In addition, Coty must t manager via a L)R=844 wit h paymen Thanks for your continued assistance Rafaela. Gail Am-, °t' icy ra. On Tue, Feb 17, 2015 at 4:01 PM, Rafaela Martinez <ramartinez(c�co.weld.co.us> wrote: 1)U11Chcw2_, r n_ Hello Gail, 1 Rafaela Martinez From: Sent: To: Cc: Subject: Hi, Coty: Marion - DOR, Gail [gail.marion@state.co.us] Monday, February 09, 2015 11:44 AM cotyrayhel Esther Gesick; Rafaela Martinez Re: You really need to be communicating with the local licensing authority (Weld County) as all of the amendments and corrections we need have been communicated to them. There are a lot of things in your transfer application that need to be corrected -- as soon as possible -- as this application is quite old. Have you checked with Weld County on the expiration date of your temporary permit? Gail Marion On Mon, Feb 9, 2015 at 9:56 AM, cotyrayhel <cotyrayheln,aol.com> wrote: This is Coty Rayhel from Ole Hickory Smokehouse & Tavern. I was needing to see if the documents that are needed to be changed can be emailed to me? I am in texas away from my office and know this need to be taken care of asap. Thank you Sent from my Verizon Wireless 4G LIT smartphone Gail D. Marion Liquor Enforcement Colorado Department of Revenue J 1881 Pierce St., Suite 108, Lakewood, CO 80214 office: 303-205-2365 I fax: 303-205-2341 email: gail.marion@state.co.us www.colorado.govirevenue/liquor Confidentiality Notice: This email -message, including any attachments, is for the sole use of the intended recipient(s) and may contain confidential information. Any unauthorized review, copy, use, disclosure or distribution is prohibited. If you are not the intended recipient and received this in error, please contact the IHR - Robert: a. The figure in 14a needs to be the largest number. Please amend QSY. O1'Vt .1 . Please provide a copy of the purchase agreement p, .�j� OAt L c. Please explain why the loan from Carolyn was for $500,000 but the figure in 14c is only $220,0001) 6_ ab {� tea '\ Rafaela Martinez From: Sent: To: Subject: Hi, Rafaela: Marion - DOR, Gail [gail.marion@state.co.us] Monday, December 22, 2014 4:15 PM Rafaela Martinez OLE HICKORY SMOKEHOUSE AND TAVERN - Additional Amendments Needed I am still fairly new here in the liquor licensing unit, so I worked with Robin Eaton (our veteran licensing specialist) performing an additional review of the above establishment's transfer application and supporting documentation. I see that David Reed has already obtained some corrections from the applicant, and this email is to list those items we additionally need. As such, can you please email amendments back to me to address/correct the following: TION: ed the applicant's correct FEIN and state sales tax no. The ones provided belong to Smokehouse uses, LLC, not Rayhel Enterprises, LLC b. Item #12 Carolyn Ravhel Myers needs to he Wed here sine() she lonnnd Robert money No. Item 1117a- provide the, mnanag,ses DOB eeds to be properly registered as the manager via a DR -8442 and payment of the $75 state fee. o so and check LIAB 1983 in the fees section a" -le (1,Oc) LEASE: a. Applicant provided an assignment, so we need a copy of the original lease b. The leased premises must be identified c. The assignment needs to be amended showing Smokehouse Enterprises LLC as the current tenant and Assignor, and applicant Rayhel Enterprises LLC as the Assignee with appropriate signatures. ask- c -pp '. - Ni. DIAGIA4-Tease stiihu+it any hie_. _2oa� 7th r;. nr �r , - Coty - - we need the D/L state and number , p ease I hope this is a sufficient explanation of what we need to proceed, but please feel free to contact me if you have any questions. I appreciate your continued attention to getting this application complete so that we can issue the new license. Thanks again, and Happy Holidays, 1 Weld County and State of Colorado Hotel/Restaurant Liquor License, was picked up in person by Coty Rayhel, applicant, on March 16, 2015 10 - Represent tive: Cott' Rayhel Ole' HickoSmokehouse and Tavern Witnessed b Rafaela Martinez, Deputy Clerk SPR-364 PL STAFF REPORT RETAINED IN TYLER. REMAINDER RETAINED IN PAPER LIQUOR FILE. ORIGINAL CASE FILE MAINTAINED BY PLANNING. SITE PLAN REVIEW' Administrative Review Case Number: Site Plan Review 364 Parcel Number 1313-03-000041 Applicant: Kim & Henry Doan, Property Owner Legal Description: Part SE4 of Section 3, Township 2 North, Range 68 West of the r P.M. Weld County, CO Zoning: Commercial, C-3 Existing Use: Travel Lodge Motel, on -site Restaurant and Bar Comments Meets the Intent of the Weld County IMIF w a le Site Plan Certification Included in ' • •Iic - YES RetPnlinn Facilities Engi•neenrig Dept ApproWial LDate Approved YES Mistreat Parkirg Not Approved' per Memo from P. Schd. Weld untyr Public _ Works. dated September 19. 2003 NO Loading Areas — --, NO Access_ Setback Requirements Not i 4 ' I - Needs cioT Access Permit NO 25 Feet YES Offset Requirements 10 Feet YES Landscaping NO Trash Collection and Storage NO Potable Water Left Hand Water District YES age Dl5 al r Saint Vrain Sanitation Distrid YES Environment Standards Pro . art Maintenance YES YES rhis Site Plan Review is approved with the attached conditions: The Site Plan Review Plat shall be prepared per Section 23-2-160.W of the Weld County Code. The applicant shall submit a paper copy of the phut for preliminary inary approval to the Weld County Department of Planning Service&° Upon approval of the paper copy the applicant shall summit a Mylar plat along with all other documentation required as Conditions of Approval, The Myiar plat shall be recorded iri the office of the Weld County Glen and Recorder by Department of Planning Services' Staff within 30 days of approval and with payment of eleven ($11.00) dollars per sheet, (Department of Planning erv►ice's) Prior to recording the Site Plan Review plat, the applicant shall the Department of Planning Services' satisfaction address the following to The applicant shall submit wntten evidence to the Department of Planning Services, from the Colorado Department of Transportation demonstrating that all issues and requirements pertaining to ingress and egress access onto a State Highway have been resolved to the satisfaction of this referral agency (Department of Planning Services) The applicant shall submit wntten evidence to the Department of Planning Services, from the Department of Building Inspection ;stating that the proper permits have been obtained for the two free standing signs on the property that were erected without binlding permits (Department I of Planning Services, Department of Building Inspections) The applicant shall submit written evidence to the Department of PlAnninn Services, from the Department of Building Inspection stating that the proper and appropriate building final inspections and approval have been received for the 939 square fool addition ₹o the apartment adjacent to the 'motel's office has been obtained (Department of Planning Services, Department of Building Inspections) SH 119 is classified as a Colorado State Highway The applicant should contact the Colorado Department of Transportation (COOT) regarding review of this proposed Site Plan Review adjacent to SH 119 CDOT approval will be required regarding existing access onto SH 119 The applicant 'should provide written proof to Public Works regarding coordination with CDCT requirements access, rights -of -way, reservations, improvements, and future expansion (Department of Public Works) .*�ruIti•a) Section 23-3-250 A 8 addresses Sewage Disposal Uses located in Commercial Zone Districts shall have adequate sewage disposal facilities The application materials state that St drain Sanitation District (SVSD) provides sewer service to the motel facility, including Simons Bar SVSD stipulated' two requirements are to be addressed for continued service The applicant; shall provide wntten evidence from Rob Fleck, District Engineer, to the Department of Planning Services, stating these conditions have been addressed and/ or met to the satisfaction of SVSD (St Vrain Sanitation District) The applicant shall attempt to address the requirements (concerns) of the Mountain View Fire Protection District, as stated in the referral response received September 8, 2003 Evidence of such shall be submitted in writing to the Weld County Department of Planning Services (Department of Plianning Sarvzes) The applicant shall submit evidence to the Department of Planning Services that all conditions and requirements as indicated in the Department of Building Inspection letter dated September 12, 2003 have been met (Department' of Planning Services) H The applicant shall submit a plan describing any proposed on -site signs Any proposed sign shalt adhere to Sections 23-4-100 and 23-4-110 of the Weld County Code All proposed signs shall apply for and receive a bLYding permit (Department of Planning Services) 5Siins • 3 em on hwwti - 1 oex1pe,s.F %1,n ItnbMcWb The applicant shall submit calculations for review by the Department of Public Works for the storm water retention basin, The letter will need to be stamped by a licensed engineer from the State of Colorado. (Department of Public Works) J. The applicant shall submit evidence to the Department of Planning Services that all conditions and requirements as indicated in the Department of Public Health and Environment letter dated August 27, 2003 have been met. (Department of Planning Services) 2. The plat shall be amended to delineate the following: A. Section 2.3-2-250,A.1 Stormwater Management, states "Ali users of land in } Commercial Zone Districts shall provide and maintain stormwater retention facilities designed to retain the storm water runoff in excess of historic flow from the undeveloped site. The storrnwater retention facility on a rtev&lopedi site chnli a retentionfacility -..-�v�vrrvv v.av view,• be designed for a one -hundred -year storm. The storrnwater retention facility shall be designed and operated to release the retained water at a quantity and rate not to exceed the quantity and rate of a five-year storm falling on the undeveloped site." This shall be delineated on the Site Plan Review plat. (Department of Planning Services) S. Section 23-2-250.A.2 Parking, states `Sufficient screened, off-street, paved parking areas shall be provided in the Commercial Zone Districts to meet the requirements of employees, company vehicles, visitors and customers of the Uses Allowed by Right and accessory uses." Appendix 23-A addresses the parking requirement for a facility of this type. The 71 room motel requires one (1) parking space per unit for a total of 71 parking spaces. The restaurant and bar area requires one space for six or a minimum of twenty (20) spaces. Finally, one parking space per employee, as stated in the application materials, there are 18 employees. Total parking for this facility is 109 spaces of which two parking spaces shall meet the Americans with Disability Act standards. This shall be delineated on the Site Plan Review Oat, (Department of Planning Services) The requirements of the American Disability Act (ADA). ADA parking spaces are twenty (20) feet by eight (8) feet with tare (5) foot aisles. A minimum of one space must be van accessible with an eight (8) foot aisle. An accessible path shall be required from the building to the public right-of-way (State Highway 119), Grading shalt not be greater than 2% for the handicap stalls and access aisles. The two handicapped stalls must be shown on the plans, along with dimensioning. e ---Further the ramps from the parking area shall identify a landing area for non - ambulatory users of this facility. This shall be delineated on the Site Plan Review plat. (Departments of Planning Services, Public Works) D. Parking for this site plan shall meet County standards as specified in Weld County Code 23.4.30.B and Appendix 23-A and Appendix 23-B. Parking stall standard dimensions are: stall width is 9 -feet, stall to curb is 19 -feet, and aisle width is 24 -feet. Ten percent (10%) of the parking spaces may be for small cars. Small car stall dimensions are: stall width is 8 -feet and stall to curb is 16 -feet. The applicant shalt comply with these standards for this Site Plan Review. Include stall dimensioning and the number of classification stalls on the plans. Loading/service areas shall be paver, (Department of Planning Services) E. Article IV - Supplementary District Regulations. Division 1 - Off -Street Parking and Loading Requirements are discussed. The parking requirements shall adhere to Sections 23-4-20, 23-4-30, 23-4-40 (Appendix 23-B) and 234-50 of the Weld County Code. The applicant shall adhere to these standards for all on - site parking. This shall be delineated on the Site Plan Review plat. (Department of Planning Services) All parking spaces for the employees and clients of this facility snail adhere to the dimensions of Section 23-4-30.6, and Appendix 23-A of the Weld County Code. This shall be delineated on the Site Plan Review plat. (Department of Planning Services) The applicant shall delineate the location of all curb stops in the parking areas per Section 23-4-30.D of the Weld County Code. This shall be delineated on the Site Plan Review plat. (Department of Planning Services) Section 23-3-250.A.3 addresses Street Access. Lots in commercial zone districts shall have safe access to an approved public or private street. The design designation of any street or highway as to type shall be in conformance with that shown on the County Thoroughfare Plan and/or the Master Plan of the affected municipality. This facility accesses directly onto State Highway 119. The application materials did not include evidence of an access permit from the Colorado Department of Transportation, (CDOT). The Colorado Department of transportation IffflT\ has jurisdiction ni#nr nil n.nnesnr-rtin to C4..#.i Llir�4o�aini.n t ra spo to ioi n (CDOT) ) h has jur iauiction n maa all accesses to State I iig IVVO7a. Please contact CDOT to verify the access permit or for any additional requirements that may be needed to obtain or upgrade an access permit to this facility. Further, the applicant shall provide to the Weld County Department of Planning Services a copy of the access permit issued by the Colorado Department of Transportation (CDOT) which grants access to State Highway 119, or written evidence that the applicant has complied with the requirements of the Colorado Department of Transportation (CDOT), The right-of-way for State Highway 119 shall be delineated right-of-way on the plat. The applicant shall contact CDOT to verify the future right-of-way dimension at this location, This shah be delineated on the Site Flan Reviewt, plat. (Department of Planning Services) SON itah 1 Welti• The applicant has provided a facsimile of a letter dated July 6, 2003 from Tim Mercer, owner of the Longmont Waffle House, the adjacent property to the west of this fadlity stating that Mr. Mercer does not have any conflicts with allowing the Longmont Travel Lodge customers to utilize the access associated with this property. The applicant shall submit an easement certificate recorded in the Weld County Clerk and Recorders office signed by all parties associated with this agreement. At a minimum, the easement shall include language outlined in Appendix 24-F.2. Further a legal description shall be included in this document specifically addressing the location and type of easement. (Department of Planning Services) J. Section 23-3-250. A.6 addresses Trash receptacles. Areas used for trash collection shall be screened from public rights -of -way and all adjacent properties. dare - These areas shall be designed and used in a manner that will prevent wind- or animal -scattered trash. The application materials delineated a "dumpster" of unknown dimension in the northeast corner of the property adliacent rear •v rr� v�.r •r, �' ti+MjMVVI ITi to the rear property line, This trash receptacle shall be screened from all rights -of -way and adjacent properties with an opaque material. Access to the enclosure shall be gated at all times. This shall be delineated on the Site Plan Review plat. (Department of Planning Services) Section 23-3r28Q.A.9 addresses Outside Storage. Uses in Commercial Lone Districts involving outdoor storage of vehicles, equipment or materials when permitted shall be screened from public rights -of -way and all adjacent properties. The application materials do not address storage of any materials on site. In the future, should there be any outside storage. the area is to be screened with an opaque material on all sides, (Department of Planning Services) Section 23-3-250.6 addresses Operation Standards. Uses in Commercial Zone Districts shall demonstrate conformance with the following operation standards to the extent that they are affected by location, layout and design prior to construction and operation. Once operational, the operation of the Uses permitted shall conform to these standards. 1. Noise. Uses and structures in Commercial Zone Districts shall be located, designed and operated in accordance with the noise standards as established in Section 25-12-101 CRS. 2. Air Quality. Uses in the Commercial Zone Districts shall be located, designed and operated in accordance with the air quality standards established by the Colorado Air Pollution Control Commission. 3. Water Quality. Uses in the Commercial Zone Districts shall be located, designed and operated in accordance with the water quality control standards established by the Colorado Water Quality Control Commission, 4. Radiation and Radioactive Materials, The handling, use, storage and processing of radioactive materials shall be in accordance with the applicable regulations of the State and the United States government. 5. Heat. Uses located within Commercial Zone Districts shall not emit heat in such an amount sufficient to raise the temperature of the air or of materials at or beyond the lot fine more than five (5) degrees Fahrenheit. 6. Light. Any Fighting, including light from high temperature processes such as welding or combustion, shall be designed, located and operated in such as manner as to meet the following standards: sources of light shall be shielded so that beams or rays of light will not shine directly onto adjacent properties; neither the direct nor reflected light from any light source may create a traffic hazard to operators of motor vehicles on public or private streets; and no colored lights may be used which may be confused with cr construed as traffic control devices. (Department of Planning Services) 3. Section 26.2-50 addresses maximum lot coverage. Al land use applications in the MUD area shall adhere to the regulations governing the maximum percentage of lot coverage. The maximum lot coverage as defined as 85% for the commercial zone district. Land shall not be deemed covered if it is used for growing grass, shrubs, trees, plants or flowers it is covered by decorative gravels or wood chips, or if it is otherwise suitably landscaped. 4. Section 26-2-70 addresses the Landscape regulations. Section 26-2-70,B addresses the landscape criteria for all property and development within the MUD area. Section 26-2-70.B.1 states landscapes shall utilize the following principles: (a) well -p canned and approved planting schemes; (b) appropriate selection of droug hi -tolerant turf species to minimize water needs and the use of water -hungry species of turf; (c) mulch to reduce evaporation; (d) zone plant groupings according to their microc,lirnatio needs and water requirements; (e) Irn provement the soil organic matter needed; (U1 efficient __`vf .r..r,v.v.i.+.+. ., of the soil with rFru aat•r if IIS:. ,f"y �J �. LA, �1� efficient ll irrigation design; and (g) proper maintenance and irrigation scheduling. Sections 26-2- 70.B.2 through Section 26-2-70.8,7 specifically address the criteria to be utilized in the preparation of the Landscape plan. A. Section 26-2-70.C addresses the landscape requirements for parking lots. The following criteria shall be met for this applicat€on: f A minimum of ten percent (10%) of the area of a parking lot must be landscaped if the lot contains ten (t 0 or more spaces. The requirement may be counted toward the maximum lot coverzige requirement of each zone district. At least seventy-five percent (75%) of the required landscape area shall include living plant material, 2. Berrruing and shrub or tree planting shall be used to screen parking lots from view of the roadway, Berms can vary in height depending on location and proximity of existing trees. Bens shall have smooth transitions from the top of the curb to the setback lire so as to not create snow traps, with allowances made for placement of the sidewalk. Grading of berms shall not be lumpy or abrupt. See Appendix 26-H to this Chapter. 3. Landscaping techniques shall be used le alleviate the harsh visual appearance that accompanies parking lo. See Appendix 26-1 to this Chapter. At least seventy-five percent (75%) of the length of the frontage of the parking lot must be effectively screened. 4. A minimum of five percent (5%) of the parking area shall be landscaped exclusive of setback areas. Trees planted in parking areas should be either in bays or planting islands of at least five (5) feet by five (5) feet. Trees should be distributed throughout the parking area, however, they shall be placed so that they do not obstruct visibility for cars and pedestrians. See Appendix 26-J of the Weld County Code. 5. Loading, service or storage areas must be screened with an opaque screen that is an integral part of the building architecture. Chain link fencing with slats or pallets are not an acceptable screening material, Plant material shall be used to soften the appearance of the screen. B, Section 26-2-70.0 addresses landscape requirements along roadway corridors, with Section 26-2-70.D.2 addressing the design criteria. 1 Plantings along road rights -of -way shall be integrated with the rest of the site. 2. That portion of a lot in any zone district which abuts a public Or private road right-of-way shall be landscaped with a minimum two -and -one -half - inch caliper shade tree or six-foot minimum height coniferous tree at a distance of ten (10) feet, measured at a right angle from the lot line towards the interior of the lot, for every forty (40) linear feet of street frontage. Trees may be grouped with a maximum distance of one hundred (100) feet between trees or groupings, with exceptions made at entrance drives. A minimum landscape setback along State Highway 119 shall be fifty (b0) feet measured from the existing or planned future right-of-way. 4. Along State Highway 119, tree planting distances shall be clustered or grouped from the roadway to avoid a straight line of trees. The effectiveness of the screening shall be increased by planting trees and shrubs in layered beds (two [2] or more rows of plant material rather than a single row). A mix of coniferous and deciduous trees and shrubs shad be planted in clusters or groupings. Applicants adjacent to State Highway 119 shall construct a berm along State Highway 119 with maximum 5:1 side slopes to a height sufficient to screen ground plane development (parking lots, storage areas or other similar site elements) as far as one hundred eighty (1$) feet from the right-of-way line (fifty [501 feet of landscape setback plus one hundred thirty [1301feet of site development). The maximum height berm required shall be six (6) T.11'1# above the existing elevation in the location _ of the feet elevai o a location the berm. if needed, additional height beyond that which can be achieved with a six -foot -high berm shall be achieved through dense landscape plantings. Plantings on top of berms shall be designed so as to not create snow traps. A berm may not be required if the subject property is elevated above the roadway and it can be demonstrated that views into the site will not be possible for a distance of one hundred eighty (180) feet. Required landscaping and screening within the landscape setback and other portions of the property shall be governed by the landscape standards contained within this Chapter and any other more restrictive requirements contained in Chapters 23 and 24 of this Code. There shall be a minimum twenty -foot -wide landscape setback measured from the existing or planned future right-ol-way to any parking lot, fencing, storage area or structure. Required landscaping and screening within the landscape setback and other portions of the property shall be governed by the landscape standards contained within this Chapter and any other more restrictive requirements contained in Chapters 23 and 24 of this Code. The Landscape Plan, shall at a minimum, delineate: A. The applicant shall include in the Landscape Plan in accordance with Section 23- 3-250.x,.5, delineating the following information: B. The installation schi d ule that specifies when the landscaping will be installed on site. {Department of Planning Services) C. A Plant Material List specifying the Botanical and Common names of all plant material to be installed; the size of the plant material at installation and whether the plant material is to be containerized or B&B. (Department of Planning Services) D. A landscape maintenance schedule which specifically states who will perform maintenance and that maintenance is on -going and shall not end upon final acceptance by the Department of Planning Services. (Department of Planning Services) E. The size, type and color of the gravel mulch shall be noted. Planning Services) F. G The size of the metal edging, if applicable, shah be noted. Planning Services) (Department of (Department of The method of nativr: grass planting shall be called out as drilled or broadcast and applied at a rate of how many pounds per acre, and/or pounds per square foot. (Department of Planning Services) H. Section 26-2-90 addresses the Sign regulations, with Section 26-2-90.B defining the sign district regulations. 1. No sign shall be structurally erected, enlarged, constructed, reconstructed. relocated, refaced or otherwise! altered in the MUD area without first obtaining a building permit from the Department of Planning Services. 2. No sign shall be erected at or near the intersection of any road or driveway in such a manner as to obstruct free and clear vision of motorists or at any location where, by reason of the position, shape or color, it may interfere with, obstruct the view of or be confused with any authorized traffic sign, signal or device. Signs located at an intersection must be outside of the sight distance triangle. 3. No sign other than traffic control signs shall he erected, constructed or maintained within, over or upon the right-of-wwRy of any road or highway within the MUD area. 4. All signs and components, including supports, braces and anchors, shall be of sound structural quality and shall be kept in a state of good repair with a clean and neat appearance. 5. Section 26-2-90.1).2 addresses attached signs: size, height and design limitations. A. Awning signs shall not be larger than twenty-five (25) square feet nor ten percent (10%) of the awning surface area, whichever is smaller. B. Marquee, canopy, overhead canopy, under -canopy, projecting or wall signs: 1. Minimum height requirements: These signs shall be mounted al least fourteen (14) feet above any driveway and at least nine (9) feet above any walkway over which they are erected. 2. Maximum height requirements: The top line of these signs shall not be higher than the top of the waii, roof eaves or parapet line of the building to which it is attached. C. Section 26-2-90.0.3 addresses detached signs: size, height and design limitations. 1. Detached signs shall not be located in the visuar sight triangle. 2. O11 -site detached signs shall have a minimum setback of twenty-five (25) feet and a minimum offset of ten (10) feet from the road right-of-way. 3. On -site identification signs shall have a minimum setback of fifteen (15) feet and a minimum offset of ten (10) feet from the road right-of-way. 4. Detached signs shall have surrounding landscaping which extends a minimum of three (3) feet from all s Gies of the sign base. 5. The total height of any monument or pole sign shall not exceed twenty-five (25) feet above the adjoining ground elevation. 6. Monument signs shall have an enclosed, solid base or structural base with the base at least three -fourths (3) the width of the widest part of the sign face. An enclosed or solid sign base shall not be required if the lower edge of the sign face is not higher than one (1) foot above the finished grade. Monument signs shall be on -premises signs, the sign area shall not exceed twenty-five (25) square feet, and the sign shall not exceed five (5) feet in height above the average adjacent grade, if located fifteen (15) feet from the street right-of�way. For each additional two (2) feet of setback from the street right-of-way, one (1) additional foot may be added to the height of the sign to a maximum of eight (8) feet. D. Section 26-2-90.D.4 addresses Development Complex Signs: Definition, Size and Design Limitations, 1. A development complex sign is a detached sign on the premises of the development which primarily identifies or directs attention to the name, symbol or location of the development complex. 2. A development complex is a group of freestanding buildings or buildings constructed in such a way as to give an appearance of being interrelated due to architectural similarity, interconnected drives, parking areas and/or platting of the development. A development complex includes uses which provide a combined sense of place such as office or business parks, shopping centers, industrial parks, apartment complexes and hotels. 3. The minimum spacing between signs shall be six hundred (6 00) feet. E. Section 23-4-100 addresses signs in the commercial and industrial zone districts. This facility is permitted to have 2 signs per Lot, with each sign face area being 150 square feet or less. All other standards shall comply with Section 26-2-90.D.3. 1. Signs attached flush against a supporting wall, but not above the roof line, there are no limitations on a sign solely used for identification purposes, However, Section 23-4-100.0.2 states one nameplate, per public entrance, per business, of not more than two (2) square feet per face which is suspended under a canopy. Subsection D43 states, the sum of all commercial building identification signs on a given building shall not exceed eight (6) percent of that wall. This facility has numerous signs Located on site, including a temporary banner sign that is to be removed within ten (1 o) days after the event has occurred. The applicant shall provideevidence of compliance with the sign code as addressed herein. Further, the applicant shall bring into compliance the two on -site signs as addressed in a referral received from the Department of Building Inspection dated September 12, 2003, Written evidence of compliance with the requirements of the Department of Building Inspection referral shall be submitted to the Department of Planning Services. 6. The following notes shall be placed or the plat: 1, In accordance with the 'veld County Code, no land, building or structure shall be changed in use or type of occupancy, developed, erected, constructed, reconstructed, moved or structurally altered or operated in the Commercial Zone District until a Site Plan Review has been approved by the Department of Planning Services. (Department of Planning Services) 2. The application does not propose any portion of the site to be leased to another party. In the event that a portion of the building is proposed to be leased to another party in the future, the applicant shall submit a copy of the lease agreement and information regarding the proposed use of the leased portion to the Weld County Attorney's office, Weld County Building Inspection Department. Mountain View Fire Protection District and the Department of Planning Services for review, Based upon the proposed use and/or impacts of the leased portion, the Department of Planning Services may require a new Site Plan Review application. (Department of Planning Services) 3. There shall be no parking or staging of trucks allowed State Highway 119. (Department of Planning Services) 4.. AM liquid and solid wastes (as defined in the Solid Wastes Disposal Sites and Facilities Act, 30-20-100, D.R.S., as amended), shall be stored and removed for final disposal in a manner that protects against surface and groundwater contamination. (Department of Public Health and Environment) b. No permanent disposal of wastes shall be permitted at this site. This is not meant to include those wastes specifically excluded from the definition of asolid waste in the Solid wastes Disposal Sites and Facilities Act, 30-20-10o.5,D.R.S., as amended. (Department of Public Health and Environment) 6. Waste materials shall be handled, stored and disposed of in a manner that controls fugitive dust, blowing debris and other potential nuisance r nnrtitinnc (napartrhant of Pi uhlie Health and Pntilironment) vW .w-rw. w• .r. `r.��r y�� •I IILr1!• \F7 1 1AV11\/' Health 4ttP 1 and 1�I 1714 VI t171V1 Ill 7 The facility shall adhere to the maximum permissible noise levels allowed in the Commercial Zone District, as delineated in 25-12-103, Colorado Revised Statutes, as amended. (Department of Public Health and Environment) B. Fugitive dust shall be controlled on this site, (Department of Public Health and Environment) 9. The facility shall utilize the St. Frain Sanitation District for sewage treatment and disposal. (Department of Public Health and Environment) 10. The facility shall obtain water service from the Left Hand Water District. (Department of Public Health and Environment) 11. The facility shall comply with the Colorado Retail Food Establishment Rules and Regulations governing the regulation of food service establishments. (Department of Public Health and Environment) 12. The facility shall contact a commercial waste hauler to remove and dispose waste products. (Department of Public Health and Environment) 13. Landscaping materials as indicated in the approved landscape plan shall be maintained at all times. Dead or diseased plant materials shall be replaced with materials of similar quantity and quality at the earliest possible time. (Department of Planning Services) 14, All structures, including signs, on site must obtain the appropriate building permits. (Department of Planning Services) 15, Effective January 1, 2003, Building Permits will be required to adhere to the fee structure of the Weld County Road Impact Program. (Ordinance 202-11) (Department of Planning Services) 16. The applicant shall adhere to the lighting requirements for off-street parking spaces per Section 23-4-30.E of the Weld County Code. (Department of Planning Services) 17. The applicant shall adhere to the lighting standards, in accordance with Sadin n 2t9- 2O and Section 23-3-'75f1 f t r,p the, tM al'l r'.i i,. h 1 ••••••••• • +r• •• S� ' and Section iw v ar..ru.I.d.v yr LP f .tea r v 411..1 1.14.+VI IIy %ea.uu . (Department of Planning Services) 18. Property Maintenance. Property located within Commercial Zone Districts shall be maintained in such a manner that grasses and weeds are not permitted to grow taller than twelve (12) inches. In no event shall the property owners allow the growth of noxious weeds. (Weld County Codification Ordinance 2000-1) (Department of Planning Services) Prior to Recording the Plat: A. The applicant shall enter into an Improvements Agreement according to policy regarding collateral for improvements and post adequate collateral for parking and landscaping requirements. The agreement and form of collateral shall be reviewed by County Staff and accepted by the Board of County Commissioners prior to recording the plat. (Department of Planning Services) 7 Prior to the release of building permits: A. A Final Site Plan and building construction plans must be submitted to the L Mountain View Fire Protection District for review and approval. The applicant shall submit written evidence of approval to the Department of Building Inspection. (Mountain View Fire Protection District) B. Upon approval by the Department of Planning Services, the Site Plan Review shall be prepared per Section 23-2-260.D of the Weld County Code and submitted to the Department of Planning Services to be recorded. (Department of Planning Services) C. The applicant shall submit two complete sets of blueprints to the Weld County Department of Building Inspection. (Building Department) e4 D. Effective January 1, 2003, Building Permits issued on the proposed lots will be required to adhere to the fee structure of the Weld County Road Impact Program, (Ordinance 2002-11) (Department of planning Services) E. The applicant shall receive approval from the Department of Planning Services for a Geologic Hazard Permit, Permit Number GHDP-20. All requirements as outlined in the GHDP letter shalt be addressed to the satisfaction of the Department of Planning Services, {Department of Planning Services) 8. Prior to operation A. The facility shall provide evidence to the Department of Planning Services that the restaurant is appropriately licensed and meets all requirements of the Colorado Retail Food Establishment Rules and Regulations. Please review the enclosed materials and then call to schedule an appointment so that I may reserve a sufficient amount of time with you. The purpose of the meeting rig will be to familiarize you with the requirements identified in the referrals associated with this letter and the procedure for completing the Site Plan Review plat that shall be submitted for recording within 30 days of the date of this letter. in this instance, November 7, 2003 unless other arrangements have been approved by this office, Site Plan Review conditionally approved by: Date; October 3, 2003 datillitglinN DOD VS hrmn ult. two r.ko le Ire0 N,Y run hind tiLl1.cy tQIOWI {I #1 I{aa SIh IF IIU.1llyhYiid 1 _ SITE PLAN REVIEW 364 TRAVEL0bGE OF LONGMONT LILENC! AREA FOR PARKING . L MKriN6u6EHOL.Eex t ul:lnitlaRii. P0NALCEtt� \ •-. 1 I -r l . j !.. I v/C{WITY 4JAr' au R.AYW. EABU SNT,6Ci0k tu. K4c. 10tton I I 11oFOOIT ROW. EaltriEedtrittOKOPI, AMC. twos) - Jr -•• LEGAL CIL5O-renal L. dr-Lavonsi Erna iIrn LrllF•AIW. p ws:al Aa NJ'! ra.r:JlypJ rode Hann Ek MO LA to 6°-r W rnq Cin,1a PARtaLM Ia nn vsWll%I zow1NG L.P•rrvy 1? PLAT NOTE - N IVs NGtAAPIt I L'LEc l o F -040u IION OF n'l NtKiWN babaICM5 REFER I4 ui PereitENi ci 1'I Nat* SEIII.Fas GAOL HLINDERLoV% (IRlit IA I1 MQNT {:Elm I alms! ON SLUNIALlatc RL..LYtiIILIs 16'114" HOQKt114, Il1:C CC118u111 10 FOOT uII,.1T5r IAttiiENT HITLIS ADDRESS.. U*wH ri S ,�1JJsll11 f l4nT UTILITYEk9EYEN1 I I I PKJPIaTY cwIL6q GCKt:NCATE wo.i.o.twoo4t mu( lur•Y us.. unto dra Wan.byLuu' I.r SY t es born lac donned adoll b rnnk.aad ohd LINaCA nYWJaase W. Iiantral' Lott cYluglr Aufa mid Lr& MIA Icairk 1. fib ON I MN Ng 10,11 Z011411110 A CIO al Rai V4 rn.- wi%e ccaa au atrsGru.h ittro biro= cirati!r 1•I ira'b J Cw„b l;arl0 r,,a Y• r. 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