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TBP 2011-07-20
BOARD OF TRUSTEES REGULAR MEETING AGENDA WEDNESDAY,JULY 20,2011 FRASER TOWN HALL Members of the Board may have dinner together @ 5:30 p.m. -Fraser Town Hall 1.Executive Session: 6:00For a conference with the Town’s Special Counsel for the purpose of receiving legal advice on specific legal questions under C.R.S. Section 24-6-402(4)(b) and for the purpose of determining positions relative to matters that may be subject to negotiations, developing strategy for negotiations, and/or instructing negotiators, under C.R.S. Section 24-6-402(4)(e) regarding an annexation agreement. 2. Regular Meeting - 7:30Roll Call 3.Approval of Agenda 4.Consent Agenda a)Minutes –July 6, 2011 b)Resolution 2011-07-03 Final Acceptance of Park Place c)Resolution 2011-07-04 Final Release of Surety -FVMRD landscaping d)Ordinance 384 Return check fee 5.Open Forum a)Business not on the agenda 6.Updates 7.Public Hearing a)Los Nopales Hotel/Restaurant Liquor License 8.Discussion and Possible Action Regarding a)Los Nopales Hotel/Restaurant Liquor License b)Statewide Redistricting Proposal c)Ordinance 385 Fishing Regulations 10.Community Reports 11.Staff Reports 12.Other Business Upcoming Meetings: Wed.July 27, 2011Planning Commission Wed.August 3,2011Board of Trustees Posted July 14, 2011 Lu Berger Ô« Þ»®¹»®ô ̱©² Ý´»®µ Town Board Briefing July 20, 2011 This meeting will begin at 6:00pm with an Executive Session that is anticipated to last until 7:30pm. The subject of the Executive Session is a proposed annexation agreement. The items on the consent agenda includeconclusion of the Sanitary Sewer Rehabilitation Project, two matters outlined in the Planner’s Briefing, and the addition of a returned check fee (something we are seeing more of these days that is not addressed in our fee schedule). The Clerk has provided a briefing along with supplemental materials regarding the Los Nopales Liquor License. As requested at the last meeting, we have added the statewide redistricting as a discussion item on this agenda. Finally, we have also added an agenda item to discuss the status of the Walk Through History Park Foundation and to discuss some suggestions to reinvent this with a broader heritage tourism focus. As always, feel free to contact me if you have any questions or need any additional information. Town of Fraser PO Box 370, Fraser, CO 80442 office 970-726-5491fax 970-726-5518 www.frasercolorado.com FRASER BOARD OF TRUSTEES MINUTES DATE: Wednesday,July 6, 2011 MEETING: Board of Trustees Regular Meeting PLACE: Fraser Town Hall Board Room PRESENT Board: Mayor Fran Cook; Mayor Pro-Tem Steve Sumrall; Trustees: Peggy Smith, Vesta Shapiro,Scotty Brent, Joyce Burford and Eric Hoyhtya Staff: Town Manager Jeff Durbin;Town Clerk, Lu Berger; Finance Manager Nat Havens;Public Works Director Allen Nordin; Town Planner, Catherine Trotter; Police Chief, Glen Trainor, TA McGowan Others: See attached list Mayor Cook called the meeting to order at 7:00 p.m. 1.Workshop: 2.Regular Meeting: Roll Call 3.Approval of Agenda: motion Trustee Burford moved, and Trustee seconded the to approve the Agenda. Motion carried: 7-0. 4.Consent Agenda: a)Minutes –June 15, 2011 b)Ordinance 383 Fee Amendments motion Trustee moved, and Trustee seconded the to approve the consent agendaas amendedremoving Ordinance 382 and adding that as a Discussion and Possible Action Motion carried: 7-0. item. 5.Open Forum: 6.Updates: 7.Public Hearings: a)U 9200 Entertainment Tavern Liquor License motion Trustee Sumrall moved, and Trustee Shapiro seconded the to open the public Motion carried: 7- hearing on the U 9200 Entertainment Tavern Liquor Licensehearing. 0 Page 2of 3 The Board of Trustees, sitting as the Fraser Local Liquor Licensing Authority, conducted the following proceedings concerning the application of U 9200 Entertainment, Inc.fora Tavern Liquor License. TA McGowan briefed the Board and the audience on the purpose and procedure for tonight’s meeting. Mark Unicume, President of U 9200 Entertainment addressed the Board. TA McGowan offered as Exhibits 1-3 copies of the liquor license application, proof of publication andthe notice of the hearing and the Clerk's Finding of Facts regarding the application. motion Trustee Sumrall moved, and Trustee Hoyhtya secondedthe to enter in exhibits Motion carried: 7-0. 1-3 into evidence. Mr. Scott of Oedipus Inc. entered into evidence a traffic study, petitions and summary conducted by Oedipus Inc. as exhibits 4-12 . The Board received testimony from various persons in support of the application. motion TrusteeBurford moved, and Trustee Hoyhtya seconded theto close the public Motion carried: 7-0. hearing on the U 9200 Entertainment Tavern Liquor License. TA McGowan left the meeting. 8.Discussion and Possible Action Regarding: a)U 9200 Entertainment Tavern Liquor License motion Trustee Burford moved, and Trustee Brent seconded the to approveResolution Motion 2011-07-01 approving a Tavern liquor license for U 9200 Entertainment. carried: 7-0. b)Fraser Visitor Center TM Durbin outlined an RFP drafted for both the Fraser Visitors Center and 200 Eisenhower. Sherri Sanders offered artifacts from the Clayton family to the Town for use in the Frasers Visitors Center. The Chamber will staff the Visitor’s Center until LaborDay;the Town will reimburse the Chamber for those costs. c)Zoning Board of Adjustment Appointments Letters of interest were in the Board packet.Steve Sumrall, a current ZBA member left the meeting during the discussion. A closed ballotwas taken. Page 3of 3 motion Trustee Hoyhtya moved, and Trustee Brent seconded the to reapprovethe Motion carried: 7-0. current ZBA members. d)Ordinance 382 Rezoning to Planned Development District motion Trustee Shapiro moved, and Trustee Hoyhtyaseconded the to approve Motion carried: 7-0 Ordinance 382 Rezoning to Planned Development District. Sumrall-AyeBrent-Aye Hoyhtya-AyeBurford-Aye Cook-AyeSmith-Aye Shapiro-Aye 9.CommunityReports: 10.Other Business: motionMotion Trustee Brent moved, and Trustee Shapiro seconded the to adjourn. carried: 7-0. Meeting adjourned at 9:10p.m. Lu Berger, Town Clerk TOWN OF FRASER RESOLUTION NO.2011-07-02 A RESOLUTION ACCEPTING THE COMPLETED CONSTRUCTION OF THE TOWN OF FRASER –SANITARY SEWER REHABILITATION (CIPP) PROJECT AND RELEASE OF FINAL PAYMENT. WHEREAS,Western Slope Utilities, LLC has completed the work associated to the contract for the cure-in-place-pipe project;and WHEREAS,all improvements have been satisfactorily constructed in accordance with the approved plans and specifications; NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN OF FRASER, COLORADO THAT: The Board of Trustees hereby accepts the completed construction of the sanitary sewer rehabilitation project that was constructed by Western Slope Utilities, LLCand authorizes release of final payment. READ, PASSED ON ROLL CALL VOTE, AND ADOPTED BY THE BOARD OF TRUSTEES th THIS 20DAY OFJULY,2011. Votes in favor: ___BOARD OF TRUSTEES OF THE Votes opposed: ___TOWN OF FRASER, COLORADO Absent:___ Abstained: ___BY: Mayor ATTEST: (SE A L) Town Clerk June 14, 2011 Town of Fraser PO Box 120 Fraser, Co. 80442 Honorable Council Members, Included with this letter is a check for $845.64 from the Winter Park Ranch Water and Sanitation District. In 2006 when we built our office /garage building in your town we also constructed a new road (Park Place) to our building which when accepted will become a Town road. The road base passed all of the geotechnical compaction testing and all of the asphalt tests passed. This testing was done by Ground Engineering. The Town has records of this testing. The Town engineer, Jim Swanson inspected the surface of the road and felt that the surface of the road was to coarse and did not recommend that the Town accept it as a Town road. It is important to note that after 5 years the road shows no signs of decay or cracking and resurfacing will assure that the road will remain in good condition for years into the future. This summer the Town is resurfacing some of their roads with a chip and seal process. The Town staff recommended that our District pay the Town for the cost of resurfacing Park Place now so that when the Town work is taking place the money is there for Park Place to be resurfaced. The dollar amount for the resurfacing was calculated by the Town staff. With the money in place and with the Town in control of the resurfacing work, the Town has the security that allows them to accept the road now. The resurfacing work is presently secured with a letter of credit which expires soon. With payment for the resurfacing of Park Place in the Town's possession, The Town Council can now complete the acceptance process and clean up this loose end without any further security needed. Please accept this check for $845.64 as payment for the resurfacing of Park Place and accept Park Place as a Town road. Sincerely, Kirk Klancke, District Manager P. O. Box 1390 601 Park Place Fraser, CO 80442 (970) 726 -8691 Fax (970) 726 -9627 0o 0) N O 4' 4' 4' 4' 4' 4' 4' 4' x 4' 4' V I-- co co o o 0. o i° Ltt 2 0) 'w Quo MP- 6% J CC iii CC LLI Q Z Z co Crt 0) 0 O z 0 0 0o co co TOWN OF FRASER RESOLUTION NO. 2011-07-03 A RESOLUTION AUTHORIZING FINAL ACCEPTANCE OF A PORTION OF PARK PLACE ADJACENT TO PARCEL D, VICTORIA VILLAGE, ACCORDING TO THE PLAT THEREOF FILLED ON JUNE 8, 1976 AT RECEPTION #142175. WHEREAS, Winter Park Ranch (formerly known as West) Water & Sanitation District, executed a Construction Guarantee Agreement, dated June 21, 2006, Reception # 2006- 010225to guarantee completion of certain required improvements; and WHEREAS Town staff hasinspected all requiredImprovementsandhas determined that saidImprovements have been completed and meet the requirementsfor acceptance by the Town, and has recommended that acceptance be approved and that anyremaining suretygiven to ensure the completion of suchImprovements be released. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN OF FRASER, THAT: (1) The Board of Trustees finds and determines that:(a)All Improvements have been satisfactorily completed in accordance with the approved plans and specifications for such improvements;(b)all warranty periods provided in Fraser’sregulations have ended;and(c)all other applicable requirementsfor acceptance of the Improvementshave been satisfied. (2) The Board of Trustees hereby authorizes final acceptance of said Improvements. th DULY MOVED, SECONDED, AND ADOPTED THIS20DAYOF JULY, 2011. BOARD OF TRUSTEES OF THE TOWN OF FRASER, COLORADO BY: _____________________________________ Fran Cook, Mayor ATTEST: _________________________________________ Lu Berger,Town Clerk Catherine Trotter From: Scott Ledin jmailto :scott(afraservalleyrec.orql Sent: Thursday, July 07, 2011 1:00 PM To: Catherine Trotter Cc: Susan Cahill Subject: RE: landscaping Hi Catherine, Please consider this email a request for release of the $9,000 surety being held on the Grand Park Community Recreation Center project in the form of a letter of credit from millennium bank. Phase 111 of the landscaping plan was completed recently with the addition of (6) 10' spruce trees and (4) 10' cottonwood trees around the north and east perimeter of the parking lot. The plantings are guaranteed by our landscaper for two years. Please let me know if this is sufficient. Scott Ledin Director of Parks Recreation Fraser Valley Metropolitan Recreation District PO Box 3348 Winter Park, CO 80482 office: 970 726 -8968 x 104 cell: 970 -531 -6690 www.fraservalleyrec.org er Vail 1 TOWN OF FRASER RESOLUTION NO. 2011-07-04 A RESOLUTION APPROVING A RELEASEIN THE SURETY REQUIREMENT PURSUANT TO THE CONSTRUCTION GUARANTEE AGREEMENT AND THE CONSTRUCTION IMPROVEMENT AGREEMENT FOR THE FRASER VALLEY METROPOLITAN RECREATION DISTRICT (FVMRD)RECREATION CENTER WHEREAS,the FVMRDand the Town of Fraser entered into aConstruction Guarantee Agreementon August 4, 2008 and a Construction Improvement Agreement on November 23, 2010to guaranteecompletion of certain required improvements;and WHEREAS Town staff has inspected all requiredImprovementsandhas determined that saidImprovements have been completed and recommendthat any remaining suretygiven to ensure the completion of such Improvements be released. NOW, THEREFORE, BE IT RESOLVEDBY THE BOARD OF TRUSTEES OF THE TOWN OF FRASER, THAT: (1) The Board of Trustees finds and determines that: (a) All Improvements have been satisfactorily completed in accordance with the approved plans and specifications for such improvements; (b) all warranty periods provided in Fraser’s regulations have ended; and (c) all other applicable requirements for acceptance of the Improvements have been satisfied. (2) The Board of Trustees hereby authorizes full release of the Millennium Bank Irrevocable Letterof Credit #1018 in the amount of $9,000.00. th DULY MOVED, SECONDED, AND ADOPTED THIS 20DAY OF JULY, 2011. Votes in favor: ___BOARD TRUSTEES OF THE Votes opposed: ___TOWN OF FRASER, COLORADO Absent:___ Abstained: ___BY: Mayor ATTEST: (S E A L) Town Clerk TOWN OF FRASER ORDINANCE NO. 384 Series 2011 AN ORDINANCE ADOPTING, AMENDING AND CONFIRMING VARIOUS FEES,RATES AND SCHEDULES APPLICABLE WITHIN THE TOWN OF FRASER. NOW THEREFORE, BE IT ORDAINED BY THE BOARD OF TRUSTEES OF THE TOWN OF FRASER, COLORADO, THAT: PART 1: FEES, RATES AND SCHEDULES. Appendix A, Chapter1, of the Fraser Municipal Code is hereby amended to read as follows, and the fees, rates and schedules set forth in said Appendix are hereby approved and adopted by the Board of Trustees. (Note: additions are bold shown in print; deletions are shown as strikethroughprint) APPENDIX A FEE SCHEDULE NOTE: In the event of a conflict between the fees, costs, deposits, occupation taxes and other charges listed in this Appendix A and the text of any individual section of the Code, the provisions of the applicable section of the Code shall control. Chapter 1 1-4-30Return check fee$25.00 PART 2: APPLICABILITY. Any new or amended fees or rates established by this Ordinance shall not apply to anycomplete application that has been filed along the appropriate fees prior to the effective date hereof. PART 3: REPEAL. Any and all existing ordinances or parts of ordinances of the Town of Fraser covering the same matters as embraced in this Ordinanceare hereby repealed and all ordinances or parts of ordinances inconsistent with the provisions of this ordinance are hereby repealed; provided, however, that such repeal shall not affect or prevent the prosecution or punishment of any person for any act done or committed in violation of any ordinance hereby repealed prior to the taking effect of this Ordinance; and provided further, the fact that any fee, rate or schedule previously adopted by the Town of Fraser has been omitted from this Ordinance shall not operate as a repeal of such fee, rate or schedule, but the same shall remain in effect. PART 4: SEVERABILITY. If any section, subsection, sentence, clause or phrase of this Ordinance is, for any reason, held to be invalid or unconstitutional, such decision shall not affect the validity or constitutionality of the remaining portions of this Ordinance. The Town of Fraser hereby declares that it would have adopted this Ordinance, and each section, subsection, clause or phrase thereof, irrespective of the fact that any one or more sections, subsections, sentences, clauses and phrases thereof bedeclared invalid or unconstitutional. PART 5: EFFECTIVE DATE. This Ordinance shall take effect thirty (30) days after publication thereof as provided by law. READ, PASSED, ADOPTED AND ORDERED PUBLISHED BY THE BOARD OF TRUSTEES th AND SIGNED THIS 20DAYOF JULY, 2011. TOWN OF FRASER, COLORADO Fran Cook, Mayor ATTEST: Lu Berger, Town Clerk Published in the Middle Park Timeson July 28, 2011. f;t7 77WW iiTtTMT; ;r7rY, ;SW o .:7,;:47: HOME ACCOUNTANT DE1K SAFETY ...F G) r a) 0 cn Z o 0 o o 3> 0 rn 4 co cn rr 0 ED \r cD 4=t. June 9, 2011 Colorado Dept. of Revenue Liquor Enforcement Division 1375 Sherman Street Denver, CO 80261 Re: New Hotel /Restaurant License- Los Nopales LLC. Dear Liquor Enforcement: Please find the packet and fees for a Hotel /Restaurant Liquor License for Los Nopales LLC. enclosed. This is scheduled for a public hearing on July 20, 2011. The applicant has requested CONCURRENT REVIEW. Please let me know if you have any questions. Thank you. Sincerely, Lu Berger Town Clerk enclosures ylo 111111111 osidpohOliggi NEW LICENSE TRANSFER OF OWNERSHIP LICENSE RENEWAL ALL ANSWERS MUST BE PRINTED IN BLACK INK OR TYPEWRITTEN APPLICANT MUST CHECK THE APPROPRIATE BOX(ES) LOCAL LICENSE FEE APPLICANT SHOULD OBTAIN A COPY OF THE COLORADO LIQUOR AND BEER CODE(CaII 303-370 -2165) 1. Applicant is applying as a Individual Corporation IN Limited Liability Company U Partnership (includes Limited Liability and Husband and Wife Partnerships) Association or Other 2. Applicant If an LLC, name of LLC; if partnership, at least 2 partner's names; if corporation, name of corporation Fein Number h e 5 Ada p4 E.---a^ s' L 2a.Trade Name of Establi hmmennt (DBA) State Sales Tax No. Business Telephone 4 !2 S 0.40- i T e..C.Z,^ c F/ 7 z C C) 3. Address of Premises (specify exact location of premises) 3 5 2_1 '1 7 7" z /7 S 0 2 City County Sta ZIP Code 4. hailing Address (Number and Street) City or Town State ZIP Code 5. If the premises currently have a liquor or beer license, you MUST answer the following questions: Present Trade Name of Establishment (DBA) Present State License No. Present Class of License Present Expiration Date LIAB SECTION A NONREFUNDABLE APPLICATION FEES LIAB 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 Tavern License (County) $500.00 2012 Manager Registration Tavern 75.00 2020 Arts License (City) $308.75 20210 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 LIAB SECTION B LIQUOR LICENSE FEES 1905 1906 El 1940 1941 1950 1951 1960 1961 11 1970 1971 1975 1976 1980 1981 1983 Retail Gaming Tavern License (City) $500.00 Retail Gaming Tavern License (County) $500.00 Retail Liquor Store License (City) $227.50 Retail Liquor Store License (County) $312.50 Liquor Licensed Drugstore (City) $227.50 Liquor Licensed Drugstore (County) $312.50 Beer and Wine License (City) $351.25 Beer and Wine License (County) $436.25 Hotel and Restaurant License (City) $500.00 Hotel and Restaurant License (County) $500.00 Brew Pub License (City) $750.00 Brew Pub License (County) $750.00 Hotel and Restaurant License w /opt premises (City) $500.00 Hotel and Restaurant License w /opt premises (County) $500.00 Manager Registration H R 75.00 2370 Master File Location Fee 25.00 X Total 2375 Master File Background $250.00 X Total DO NOT WRITE IN THIS SPACE FOR DEPARTMENT OF REVENUE USE ONLY LIABILITY INFORMATION County City Industry Type License Account Number Liability Date License Issued Through (Expiration Date) FROM TO State -750 (999) City 2180 -100 (999) County 2190 -100 (999) Managers Reg -750 (999) r //3/7//�,/i Cash Fund New License 2300 -100 (999) Cash Fund Transfer License 2310 -100 (999) TOTAL •P fa DR 8404 (05/07/09) Page 1 COLORADO DEPARTMENT OF REVENUE LIQUOR ENFORCEMENT DIVISION DENVER CO 80261 COLORADO LIQUOR RETAIL LICENSE APPLICATION 21 DEPARTMENT USE ONLY Instructions: This check list should be utilized to assist applicants with filing all required documents for licensure. All documents must be properly signed and correspond with the name of the applicant exactly. All documents must be typed or legibly printed. Upon final State approval the license will be mailed to the local licensing authority. Application fees are nonrefundable. ITEMS SUBMITTED, PLEASE CHECK ALL APPROPRIATE BOXES COMPLETED OR DOCUMENTS SUBMITTED I. APPLICANT INFORMATION 2',4e Applicant/Licensee identified. lAr B. State sales tax license number listed or applied for at time of application. PVC. License type or other transaction identified. D. Return originals to local authority. E. Additional information may be required by the local licensing authority. II. DIAGRAM OF THE PREMISES L"A. No larger than 8 1/2" X 11". LI B. Dimensions included (doesn't have to be to scale). Exterior areas should show control (fences, walls, etc.). C. Separate diagram for each floor (if multiple levels). El/D. Kitchen identified if Hotel and Restaurant. III. PROOF OF PROPERTY POSSESSION VA. Deed in name of the Applicant ONLY (or) B. Lease in the name of the Applicant ONLY. [VC. Lease Assignment in the name of the Applicant (ONLY) with proper consent from the Landlord and acceptance by the Applicant. j D. Other Agreement if not deed or lease. IV. BACKGROUND INFORMATION AND FINANCIAL DOCUMENTS A. Individual History Record(s) (Form DR 8404 -1). B. Fingerprints taken and submitted to local authority. (State authority for master file applicants.) C. Purchase agreement, stock transfer agreement, and or authorization to transfer license. D. List of all notes and loans. V. CORPORATE APPLICANT INFORMATION (If Applicable) A. Certificate of Incorporation (and /or) B. Certificate of Good Standing if incorporated more than 2 years ago. C. Certificate of Authorization if foreign corporation. D. List of officers, directors and stockholders of parent corporation (designate 1 person as "principal officer VI. PARTNERSHIP APPLICANT INFORMATION (If Applicable) A. Partnership Agreement (general or limited). Not needed if husband and wife. VII. LI LIABILITY COMPANY APPLICANT INFORMATION (If Applicable) g A. Copy of articles of organization (date stamped by Colorado Secretary of State's Office). B. Copy of operating agreement. C. Certificate of Authority (if foreign company). VIII. MANAGER REGISTRATION FOR HOTEL AND RESTAURANT, TAVERN LICENSES WHEN INCLUDED WITH THIS APPLICATION A. $75.00 fee. B. Individual History Record (DR 8404 -1). DR 8404 (05/07/09) Page 2 APPLICATION DOCUMENTS CHECKLIST AND WORKSHEET 6. Is the applicant (including any of the partners, if a partnership; members or manager if a limited liability company; or officers, stock- holders or directors if a corporation) or manager under the age of twenty -one years? Yes No 7. Has the applicant (including any of the partners, if a partnership; members or manager if a limited liability company; or officers, stockholders or directors if a corporation) or manager ever (in Colorado or any other state); (a) been denied an alcohol beverage license? (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. c) 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. E 9. Are the premises to be licensed within 500 feet of any public or private school that meets compulsory education requirements of Colorado law, or the principal campus of any college, university or seminary? 10. Has a liquor or beer license ever been issued to the applicant (including any of the partners, if a partnership; members or manager if a limited liability company; or officers, stockholders or directors if a corporation)? If yes, identify the name of the business and list any current or former financial interest in said business including any loans to or from a licensee. M 11. a. Attach entrances, to Does the Applicant, as listed on line 2 of this application, arrangement? Ownership X Lease Other (Explain in If leased, list name of landlord and tenant, and date of have legal possession of the premises by virtue of ownership, lease or other Detail) expiration, EXACTLY as they appear on the lease: Landlord 1 tg0,A--� 1.- C Tenant phi OR r) A Nil 105? i tc,e,tiA vNe r y /4, 01c "VOA S No p a l lac C,7N� CA c t,) Expires 3 o 2 t5 a diagram and outline or designate the area to be licensed (including dimensions) which shows the bars, brewery, walls, partitions, exits and what each room shall be utilized for in this business. This diagram should be no larger than 8 1/2" X 11 (Doesn't have be to scale) 12. Who, besides the owners listed in this application (including persons, firms, partnerships, corporations, limited liability companies), will loan or give money, inventory, furniture or equipment to or for use in this business; or who will receive money from this business. Attach a separate sheet if necessary. NAME DATE OF BIRTH FEIN OR SSN INTEREST 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 Has a local ordinance or resolution authorizing optional Number of separate Optional Premises areas requested with Optional Premises premises been adopted? (See License Fee Chart) Yes No IN 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 long 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 1,74j is 1 1 16. Brew -Pub License or Vintner Restaurant Applicants answer the following: Yes No (a) Has the applicant received or applied for a Federal Permit? 111 (Copy of permit or application must be attached) 17a. Name of Manager (for all on- premises applicants) application for a Hotel, Restaurant or Tavern License, 17b. Does this manager act as the manager of, or have a licensed establishment in the State of Colorado? If oo 1 S 't Y (If this is an 8404 -1). Date of Birth 3 7 S7 the manager must also submit an Individual History Record (DR financial interest in, any other liquor yes, provide name, 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 have an outstanding tax distraint issued to them by the Colorado Department of Revenue? l' If yes, provide an explanation and include copies of any payment agreements. DR 8404 (05/07/09) Page 3 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 list 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 -1 (Individual History record), and submit finger print cards to their local licensing authority. NAME HOME ADDRESS, CITY STATE DOB POSITION OWNED' 1 s ./t /2160 3 e 6 5 PR it CF: b 0 t i yz 3 -07 I 0 DIX5A,A01:"A at, 3 C0 5 P/ UCC 4:).4` f 've.. 'D 9' V 6 /z. -a /'x.,18.. *If total ownership percentage disclosed here does not total 100% applicant must check this box Applicant affirms that no individual other than these disclosed herein, owns 10% or more of the applicant Additional Documents to be submitted by type of entity CORPORATION Cert. of Incorp. 1 Cert. of Good Standing (if more than 2 yrs. old) Cert. of Auth. (if a foreign corp.) PARTNERSHIP Partnership Agreement (General or Limited) 1 Husband and Wife partnership (no written agreement) LIMITED LIABILITY COMPANY rticles of Organization II Cert. of Authority (if foreign company) F[ Operating Agrmt. ASSOCIATION OR OTHER Attach copy of agreements creating association or relationship between the parties Registered Agent (if applicable) Address for Service OATH OF APPLICANT I declare under penalty of perjury in the second degree that this application and all attachments are true, correct, and complete to the best of my knowledge. I also acknowledge that it is my responsibility and the responsibility of my agents and employees to comply with the provisions of the Colorado Liquor or Beer Code which affect my license. Authorjized Signature Title Da REPORT AND APPROVAL OF LOCAL LICENSING AUTHORITY (CITY /COUNTY) Date application filed with local authority A Date of local authority hearing (for new license applicants; cannot be less than 30 days from date of application 12- 47-311 (1)) C.R.S. 1 )t. THE LOCAL LICENSING AUTHORITY HEREBY AFFIRMS: That each person required to file DR 8404 -1 (Individual History Record) has: Yes ,—,,Been fingerprinted R'' L Seen subject to background investigation, including NCIC /CCIC check for outstanding warrants E That the local authority has conducted, or intends to conduct, an inspection of the proposed premises to ensure that the applicant is in compliance with, and aware of, liquor code provisions affecting their class of license (Check One) Date of Inspection or Anticipated Date No [Upon approval of state licensing authority. The foregoing application has been examined; and the premises, business to be conducted, and character of the applicant are satisfactory. We do report that such license, if granted, will meet the reasonable requirements of the neighborhood and the desires of the adult inhabitants, and will comply with the provisions of Title 12, Article 46 or 47, C.R.S. THEREFORE, THIS APPLICATION IS APPROVED. Local 1 tensing Authority for Telephone Number s TOWN, CITY 0 COUNTY Signature Tit 1 Date Signature (attest) Title Date DR 8404 (05/07/09) Page 4 5-0 q f7' 8 r G2 S°Y .©.RAu' /4v c lies'? IS se 4 GR 1 wprr R\ N EA%x C 7 7 4 9 W/W Ok/ Af Pal 7 BGAs 7 q /Z dc IC� nN'N• Z 2 y 11 At O Y *r4S PhM y 51k, tines W0/j Six r� G Ta LC' 7-f- 7 r'oonr,0.if Am).* RED iN L y t'cr Ela 9 0 (4 7z n j y f rikt57761 cv 1 o 12 zew i- ®o Z. /r /7 /foo P C X Y Goon WA RM/`' T9A c S73o/w4srF- NAa.p 5 /N(s )7`( I5/ n 64F-f'R i csR1o, A/' p u o4ek 7i+$/c "DOif I1,P4„W ,3� o F gu Zo/Au6 1> a -ay 4 t-: 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 C7 Ai 62 'AL/ C 2. Your Full Name (last, first, middle) /7 l� (;A/117 6 C,, 4. Mailing address (if different from residence) P. o o) t s'7GKA,4/8y 5. List all residence addresses below. Include current and previous addresses for the past five years. STREET AND NUMBER Current Ga 7revious CITY, STATE, ZIP 3. List any other names you have used. Home Telephone 7( VS 7 39 FROM TO I Ai e 6. List all current and former employers or businesses engaged in within the last five years (Attach separate sheet if necessary) NAME OF EMPLOYER is 6 NAME OF RELATIVE si ADDRESS (STREET, NUMBER, CITY, STATE, ZIP) S i —W/2 X 37_ f Ca G/ 2 RELATIONSHIP TO YOU POSITION HELD M/1 LE POSITION HELD S FROM TO 1 of/ 7. List the name(s) of relatives working in or holding a financial interest in the Colorado alcohol beverage industry. NAME OF LICENSEE J, S. 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 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 license anywhere in the U.S.? 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? Include arrests for DUI and DWAI. (If yes, explain in detail.) [J Yes No 11. Are you currently under probation (supervised or unsupervised), parole, or completing the requirements of a deferred sentence? (if yes, explain in detail.) Yes [,No 12. Have you ever had any STATE issued licenses suspended, revoked, or denied including a drivers license? (If yes, explain in detail.) Yes [No 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 of Birth b. Social Security Number SSN c. Place of Birth Ii iret i C-0 d. U.S. Citizen? Yes No aura ize ate whe f. When 1 g. Name of District Court h. Naturalization Certificate Number i. Date of Certification I j. If an Alien, Give Alien's Registration Card Number k. Permanent Residence Card Number I. Height Syr m. Weight n. Hair Color w o. Eye Color 10 4 n p. Sex 1 q. Race pA B u d r. Do you have a current Driver's License? if so, give number and state •._Yes H 14. Financial Information. a. Total purchase price ....._....__._.........._...(if buying an existing business) or investment being made by the applying entity, corporation, partnership, limited liability company, other 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 c. Provide details of Investment. You must account for the sources of ALL cash (how acquired). Attach a separate sheet if needed. Type: Cash, Services or Equipment Source:Name of Bank; Account Type and Number Amount iriirc I/c Li P, c i -7 1 4 4; t iv C� 12 terse c C c oo cc c ti c? Ls /z 5 16f i 1A (J 6 i ,e r 44/ d. Loan Information (attach copies of all notes or loans) Name of Lender and Account Number Address Term Security Amount 15. Give name of bank where business account will be maintained; Account Name and Account Number; and the name or names of persons authorized to draw thereon. /ma i f 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. Authoriz 6 Signature Title 'fie Date t, .i/ DR 8404 -1 (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 te e 77 if LC 2. Your Full Name (last, first, iddle) 4 7 1 D Mailing address (if different from residence) (fix 11 G A Co EoLio6 5. List all residence addresses below. Include current and previous addresses for the past five years. STREET AND NUMBER Current ?6o C/ i\ Previous 66' w 3RD 5T 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 PC L I° 5 Cabo S,Cz.)L. po /zx e9/U.4? f f A 2 NAME OF RELATIVE r CITY, STATE, ZIP G 3A ti RELATIONSHIP TO YOU Gdre/4:1 nI A e 3. List any other names you have used. Home Telephone (92 o) 8 3 POSITION HELD A FROM /-Z©b 6 FROM -2 603 TO 'rf5 it, l TO 5 do 37z ao 7. List the name(s) of relatives working in or holding a financial interest in the Colorado alcohol beverage industry. NAME OF LICENSEE 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 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 license anywhere in the U.S.? 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? Include arrests for DUI and DWAI. (If yes, explain in detail.) U Yes No 11. Are you currently under probation (supervised or unsupervised), parole, or completing the requirements of a deferred sentence? (if yes, explain in detail.) E Yes I No 12. Have you ever had any STATE issued licenses suspended, revoked, or denied including a drivers license? (If yes, explain in detail.) ❑Yes ;No Unless Colorado liquor licensing PERSONAL AND FINANCIAL INFORMATION otherwise provided by law in 24 -72 -204 C.R.S., information provided below will be treated as CONFIDENTIAL. authorities require the following personal information in order to determine your suitability for licensure pursuant to 12 -47 -307 C.R.S. 13a. Date of Birth c. Place of Birth d. U.S. Citizen? Yes No here f. When i..J O NJA 1 g. Name of District Court h. Naturalization Certific ber i. Date of Certification j. If an Alien, Give Alien's Registration Card Number 2 /9 9 k. Permanent Residence Card Number I. Height m. Weight n. Hair Color ad p� A,,P o. Eye Color .<v p. Sex q. Race 1 f spA MC r. Do you have a current Driver's License? If so, give number and state es EJ N' 14. Financial Information. a. Total purchase price partnership, limited liability company, other ....(if buying an existing business) or investment being made by the applying entity, corporation, 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 c. Provide details of Investment. You must account for the sources of ALL cash (how acquired). Attach a separate sheet if needed. Type: Cash, Services or Equipment Source:Name of Bank; Account Type and Number Amount V 7 1 p ef- A P C 4 V h5 1 C 6 4, d rzs A Ac d. Loan Information (attach copies of all notes or loans) Name of Lender and Account Number Address Term Security Amount 15. Give name of bank where business accoun iii L' will be maintained; Account Name and Account Number; and the name 1'• dare or names of ersons 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. 'zed Aut Signat re 1 Title 64,' 4/21'1 '2 9 -rye Date z( f t. Z 0 1/ OFFICE OF THE SECRETARY OF STATE OF THE STATE OF COLORADO CERTIFICATE I, Scott Gessler, as the Secretary of State of the State of Colorado, hereby certify that, according to the records of this office, LOS NOPALES LLC is a Limited Liability Company formed or registered on 06/29/2010 under the law of Colorado, has complied with all applicable requirements of this office, and is in good standing with this office. This entity has been assigned entity identification number 20101367993. This certificate reflects facts established or disclosed by documents delivered to this office on paper through 03/18/2011 that have been posted, and by documents delivered to this office electronically through 03/23/2011 10:30:33. I have affixed hereto the Great Seal of the State of Colorado and duly generated, executed, authenticated, issued, delivered and communicated this official certificate at Denver, Colorado on 03/23/2011 10:30:33 pursuant to and in accordance with applicable law. This certificate is assigned Confirmation Number 7899318. Secretary of State of the State of Colorado *End of Certificate************* Notice: A certificate issued electronically from the Colorado Secretary of State's Web site is fully and immediately valid and effective. However, as an option, the issuance and validity of a certificate obtained electronically may be established by visiting the Certificate Confirmation Page of the Secretary of State's Web site, hup://www.sos.state.co.us/bLICertificateSearehCriteria.do entering the certificate's confirmation number displayed on the certificate, and following the instructions displayed. Confirming the issuance of a certificate is merely optional and is not necessary to the valid and effective issuance of a certificate. For more information, visit our Web site, http: "www'.sos.state.co. usi click Business Center and select "Frequently Asked Questions." CERT GS _D Revised 08.20/2008 Document must be filed electronically. Paper documents will not be accepted. Document processing fee Fees forms /cover sheets are subject to change. To access other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. Street address Mailing address (leave blank if same as street address) Street address ARTORG_LLC 1. The domestic entity name of the limited liability company is LOS NOPALES LLC $50.00 Document number: 20101367993 Amount Paid: $50.00 Articles of Organization filed pursuant to 7 -80 -203 and 7 -80 -204 of the Colorado Revised Statutes (C.R.S.) (The name of a 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.", "llc or "ltd. See §7 -90 -601, C.R.S.) (Caution: The use of certain terms or abbreviations are restricted by law. Read instructions for more information.) 2. The principal office address of the limited liability company's initial principal office is 503 N ZEREX ST UNIT B -102 FRASER CO 80442 (City) (Province if applicable) PO BOX 1187 (Street number and name or Post Office Box information) GRANBY CO 80446 (City) (Province if applicable) (Country) 3. The registered agent name and registered agent address of the limited liability company's initial registered agent are Name (if an individual) OR (if an entity) DE SANTIAGO PEDRO (Last) (Caution: Do not provide both an individual and an entity name.) 503 N ZEREX ST B -102 Colorado Secretary of State Date and Time: 06/29/2010 05:24 PM ID Number: 20101367993 (Street number and name) (Street number and name) ABOVE SPACE FOR OFFICE USE ONLY U It to States (ZIP /Postal Code) (Country) UnWea States (ZIP/Postal Code) (First) (Middle) FRASER CO 80442 (City) (State) (ZIP Code) (Suffix) Page 1 of 3 Rev. 02/28/2008 0 Mailing address PO BOX 1187 (leave blank if same as street address) (Street number and name or Post Office Box information) The following statement is adopted by marking the box.) 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) Mailing address 6. (The following statement is adopted by marking the box.) GRANBY co 80446 (City) (State) (ZIP Code) DE SANTIAGO PEDRO (Caution: Do not provide both an individual and an entity name.) 503 N ZEREX ST B -102 (Last) (First) (Middle) (Suffix) (Street number and name or Post Office Box information) FRASER CO 80442 (City) Unl ede)States (ZIP /Postal Code) (Province if applicable) (Country) (If the following statement applies, adopt the statement by marking the box and include an attachment.) 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 C the members. There is at least one member of the limited liability company. 7. (If the following statement applies, adopt the statement by marking the box and include an attachment) This document contains additional information as provided by law. 8. (Caution: Leave blank if the document does not have a delayed effective date. Stating a delayed effective date has significant legal consequences. Read instructions before entering a date.) (If the following statement applies, adopt the statement by entering a date and, if applicable, time using the required format.) The delayed effective date and, if applicable, time of this document is /are (mm /dd /yyyy hour: minute am /pm) ARTORG_LLC Page 2 of 3 Rev. 02/28/2008 Notice: Causing this document to be delivered to the Secretary of State for filing shall constitute the affirmation or acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the document are true and the document complies with the requirements of that Part, the constituent documents, and the organic statutes. This perjury notice applies to each individual who causes this document to be delivered to the Secretary of State, whether or not such individual is named in the document as one who has caused it to be delivered. 9. The true name and mailing address of the individual causing the document to be delivered for filing are DE SANTIAGO JOSEFINA Disclaimer: Last (First) (Middle) (Suffix) 503 N Z R X ST B -102 (Street number and name or Post Office Box information) FRASER CO 80442 (City) (State) (ZIP /Postal Code) United States (Province if applicable) (Country) (If the following statement applies, adopt the statement by marking the box and include an attachment.) This document contains the true name and mailing address of one or more additional individuals causing the document to be delivered for filing. This form/cover sheet, and any related instructions, are not intended to provide legal, business or tax advice, and are furnished without representation or warranty. While this form/cover sheet is believed to satisfy minimum legal requirements as of its revision date, compliance with applicable law, as the same may be amended from time to time, remains the responsibility of the user of this form/cover sheet. Questions should be addressed to the user's legal, business or tax advisor(s). ARTORG_LLC Page 3 of 3 Rev. 02/28/2008 PEDRO DE SANTIAGO 503 N ZEREX ST UNIT B102 FRASER CO 80446 ARTICLE I LIMITED LIABILITY COMPANY OPERATING AGREEMENT FOR LOS NOPALES LLC Company Formation 1.1 FORMATION. The Members hereby form a Limited Liability Company ("Company") subject to the provisions of the Limited Liability Company Act as currently in effect as of this date. Articles of Organization shall be filed with the Secretary ofState. 1.2 NAME. The name of the Company shaH be: LOS NOPALES LLC. 1.3 1.4 TERM. The Company shall continue for a perpetual period. (a) Members whose capital interest as defined in Article 2.2 exceeds 50 percent vote for dissolution; or (b) Any event which makes it unlawful for the business Of the Co `panytobecaniedonhvthe Members; or (c) The death, resignation, expulsion, bankruptcy, retirement of a Member or the occurrence of any other event that terminates the continued membership of a Member of the Company; or (d) Any other event causing dissolution of this Limited Liability Company under the laws of the State of COLORADO 1.5 CONTINUANCE OF COMPANY. Notwithstanding the provisions of ARTICLE 1.4, in the event of an occurrence described in ARTICLE 1.4(c), if there are at least two remaining Members, said remaining Members shall have the right to continue the business of the Company. Such right can be exercised ony by the unanimous vote of the remaining Members within ninety (90) days after the occurrence of an event described in ARTICLE 1.4(c). If not so exercised, the right of the Members to continue the business of the Company shall expire. 1.6 BUSINESS PURPOSE. The purpose of the Company 15 to MEXICAN FOOD RESTRAUNT 1.7 PRINCIPAL PLACE OF BUSINESS. The location of the principal place of business of the Company shall be: 503 N ZEREX ST UNIT B102 FRASER CO 80442 Principal place of business may be changed at a location the Managers from time to time select. 1.8 THE MEMBERS. The name and place of residence of each member are contained in Exhibit 2 attached to this Agreement. 1.9 ADMISSION OF ADDI1]ONAL MEMBERS. Except as otherwise expressly provided in the Agreement, no additional members may be admitted to the Company through issuance by the company of a new interest in the Company, without the prior unanimous written consent of the Members. ARTICLE II C@AitaUCoQtrib0t^ons 2.1 INITIAL CONTRIBUTIONS. The Members initially shall contribute to the Company capital as described in Exhibit 3 attached to this Agreement. The agreed total value of such property and cash is $10,000. 2.2 ADDITIONAL CONTRIBUTIONS. Except as provided in ARTICLE 62, no Member shall be ob!igated to make any additiona! contribution to the Company's capital. ARTICLE Ili Profits, Losses and Distributions 3.1 PROF ES. For financial accounting and tax purposes the Company's net profits or net losses shall be determined on an annual basis and shall be allocated to the Members in proportion to each Member's relative capital interest in the Company as set forth in Exhibit 2 as amended from time to time in accordance with Treasury Regulation 1.704-1. 3.2 ©ISTrIBUTIONS. The Members shall determine and distribute available funds annually or at more frequent intervals as they see fit. Available funds, as referred to herein, shall mean the net cash of the Company available after appropriate provision for expenses and liabilities, as determined by the Managers. Distributions in liquidation of the Company or in liquidation of a Member's interest shall be made in accordance with the positive capital account balances pursuant to Treasury Regulation 1.704- I(b)(2)(ii)(b)(2). To the extent a Member shall have a negative capital account balance, there shall be a qualified income offset, as set forth in Treasury Regulation 1.704 I(b)(2)(ii)(d). ARTICLE IV Management 4.1 MANAGEMENT OF THE BUSINESS. The name and place of residence of each Manager is attached as Exhibit 1 of this Agreement. By a vote of the Members holding a majority of the capital interests in the Company, as set forth in Exhibit 2 as amended from time to time, shall elect so many Managers as the Members determine, but no fewer than one, with one Manager elected by the Members as Chief Executive Manager. The elected Manager(s) may either be a Member or Non Member. 4.2 MEMBERS. The liability of the Members shall be limited as provided pursuant to applicable law. Members that are not Managers shall take no part whatever in the control, management, direction, or operation of the Company's affairs and shall have no power to bind the Company. The Managers may from time to time seek advice from the Members, but they need not accept such advice, and at all times the Managers shall have the exclusive right to control and manage the Company. No Member shall be an agent of any other Member of the Company solely by reason of being a Member. 4.3 POWERS OF MANAGERS. The Managers are authorized on the Company's behalf to make all decisions as to (a) the sale, development lease or other disposition of the Company's assets; (b) the purchase or other acquisition of other assets of all kinds; (c) the management of all or any part of the Company's assets; (d) the borrowing of money and the granting of security interests in the Company's assets; (e) the pre payment, refinancing or extension of any loan affecting the Company's assets; (f) the compromise or release of any of the Company's claims or debts; and, (g) the employment of persons, firms or corporations for the operation and management of the company's business. In the exercise of their management powers, the Managers are authorized to execute and deliver (a) all contracts, conveyances, assignments leases, sub leases, franchise agreements, licensing agreements, management contracts and maintenance contracts covering or affecting the Company's assets; (b) all checks, drafts and other orders for the payment of the Company's funds; (c) all promissory notes, loans, security agreements and other similar documents; and, (d) all other instruments of any other kind relating to the Company's affairs, whether like or unlike the foregoing. Operating Agreement 4 www .northwestregisteredagent.com 4.4 CHIEF EXECUTIVE MANAGER. The Chief Executive Manager shall have primary responsibility for managing the operations of the Company and for effectuating the decisions of the Managers. 4.5 NOMINEE. Title to the Company's assets shall be held in the Company's name or in the name of any nominee that the Managers may designate. The Managers shall have power to enter into a nominee agreement with any such person, and such agreement may contain provisions indemnifying the nominee, except for his willful misconduct. 4.6 COMPANY INFORMATION. Upon request, the Managers shall supply to any member information regarding the Company or its activities. Each Member or his authorized representative shall have access to and may inspect and copy all books, records and materials in the Manager's possession regarding the Company or its activities. The exercise of the rights contained in this ARTICLE 4.6 shall be at the requesting Member's expense. 4.7 EXCULPATION. Any act or omission of the Managers, the effect of which may cause or result in loss or damage to the Company cr the Members if done in good faith to promote the best interests of the Company, shall not subject the Managers to any liability to the Members. 4.8 INDEMNIFICATION. The Company shall indemnify any person who was or is a party defendant or is threatened to be made a party defendant, pending or completed action, suit or proceeding, whether civil, criminal, administrative, or investigative (other than an action by or in the right of the Company) by reason of the fact that he is or was a Member of the Company, Manager, employee or agent of the Company, or is or was serving at the request of the Company, for instant expenses (including attorney's fees), judgments, fines, and amounts paid in settlement actually and reasonably incurred in connection with such action, suit or proceeding if the Members determine that he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interest of the Company, and with respect to any criminal action proceeding, has no reasonable cause to believe his /her conduct was unlawful. The termination of any action, suit, or proceeding by judgment, order, settlement, conviction, or upon a plea of "no lo Contendere" or its equivalent, shall not in itself create a presumption that the per ;on did or did not act in good faith and in a manner which he reasonably believed to be in the best interest of the Company, and, with respect to any criminal action or proceeding, had reasonable cause to believe that his /her conduct was lawful. 4.9 RECORDS. The Managers shall cause the Company to keep at its principal place of business the following: (a) a current list in alphabetical order of the full name and the last known street address of each Member; (b) a copy of the Certificate of Formation and the Company Operating Agreement and all amendments (c) copies of the Company's federal, state and local income tax returns and reports, if any, for the three most recent years; (d) copies of any financial statements of the limited liability company for the three most recent years. ARTICLE V Compensation 5.1 MANAGEMENT FEE. Any Manager rendering services to the Company shall be entitled to cornpensation commensLlrate with the value of such services. 5.2REIK88U0SEKUENT.TheCompanysha||reinnbursetheK4anagersorMennbersforaUdirectout' of-pocketexpensesincurredbythenninnnanagingthe[ornpany. ARTICLE VI Bookkeeping 6.1 BOOKS. The Managers shall maintain complete and accurate books of account of the Company's affairs at the Company's principal place of business. Such books shall be kept on such method of accounting as the Managers shall select. The company's accounting period shall be the calendar year. 6.2 MEMBER'S ACCOUNTS. The Managers shall maintain separate capital and distribution accounts for each member. Each member's capital account shall be determined and maintained in the rnanner set forth in Treasury Regulation 1.704'1/b\(2)(k) and shall consist of his initial capital contribution increased by: (a) any additional capital contribution made by him/her; (b) credit balances transferred from his distribution account to his capital account; and decreased by: (a) distributions to him/her in reduction of Company capital; (b) the Member's share of Company losses if charged to his/her capital account. 6.3 REPORTS. The Managers shall close the books of account after the close of each calendar year, and shall prepare and send to each member a statement of such Member's distributive share of income and expense for income tax reporting purposes. ARTICLE VII Transfers 7.1 ASSIGNMENT. If at any time a Member proposes to sell, assign or otherwise dispose of all or any part of his interest in the Company, such Member shall first make a written offer to sell such interest to the other Members at a price determined by mutual agreement. If such other Members decline or fail to elect such interest within thirty (30) days, and if the sale or assignment is made and the Members fail to approve this sale or assignment unanimously then, pursuant to the applicable law, the purchaser or assignee shall have no right to participate in the management of the business and affairs of the Company. The purchaser or assignee shall only be entitled to receive the share of the profits or other compensation by way of income and the return of contributions to which that Member would otherwise be entitled. CERTIFICATE OF FORMATION This Company Operating Agreement is entered into and shall become effective as of the Effective Date by and among the Company and the persons executing this Agreement as Members. It is the Members express intention to create a limited liability company in accordance with applicable law, 25 currently written or subsequently amended or redrafted. The undersigned hereby agree, acknowledge, and certify that the foregoing operating agreement is adopted and approved by each member, the agreement consisting of 8 pages, constitutes, together with Exhibit 1, Exhibit 2 and Exhibit 3 (if any), the Operating Agreement of LOS NOPALES LLC, adopted by the members asofJUNE,Z9 Members: Signature Percent: 50% �*gnazu/� Percent: 50% Printed Name PEDRO DE SANTIAGO =~/*p J Printed Name JOSEFINA DE SANTIAGO J m�� ~f�� ~4 /1 EXHI 1 LIMITED LIABILITY COMPANY OPERATING AGREEMENT FOR LOS NOPALES LLC LISTING OF MANAGERS By a majority vote of the Members the following Managers were elected to operate the Company pursuant to ARTICLE 4 of the Agreement: PEDRO DE SANTIAGO Chief Executive Officer PO BOX 1187 GRANBY CO 80446 JOSEFINA DE SANTIAGO Chief Operational Manager PO BOX 1187 GRANBY CO 80446 2 .(.1; SHOPPING CENTER LEASE FOR SER VALLEY SHOPPING CENTER between WINTER BOAT, L.L.C. "LANDLORD and PEDRO AND JOSEPHINA DE SANTIAGO D /B /A LOS NOPALES (THE CACTUS) "TENANT Dated: 5N2D1D SHOPPING CENTER LEASE FOR SER VALLEY SHOPPING CENTER between WINTER BOAT, L.L.C. "LANDLORD and ANGEL AND EDITH MEDINA PEDRO AND JOSEPHINA DESANTIAGO D /B /A LOS NOPALES (THE CACTUS) "TENANT Dated: ARTICLE 1. Definitions 2. Granting Clause 3. Construction and Acceptance of the Premises 4. Monthly Payment 5. Common Area 6. Use and Care of the Premises 7. Maintenance and Repair of the Premises 8. Alterations 9. Landlord's Right of Access; Use of Roof 10. Signs; Store Fronts 11. Utilities 12. Indemnity, Public Liability Insurance and Fire and Extended Coverage Insurance 13. Non Liability for Certain Damages 14. Fire and Other Casualty 15. Condemnation 16. Assignment and Subletting 17. Property Taxes 18. Default by Tenant and Remedies 19. Security Deposit; Landlord's Lien; Mechanics Liens 20. Holding Over 21. Subordination 22. Marketing Fund 23. Notices 24. Late Charges 25. Radius Restriction 26. Hazardous Materials 27. Miscellaneous 28. Option to Renew EXHIBITS A Site Plan B Legal Description of the Shopping Center C Provisions Relating to Construction of a Pre Occupied Premises D Rules and Regulations E Guaranty of Lease F Restrictions on Use of the Shopping Center G Additional Provisions This lease (this "Lease is entered into this day of between Landlord and Tenant hereinafter named. (g) Premises: Approximately 1,000 rentable square feet (computed from measurements to the exterior of outside walls of the building and to the center of interior walls), such premises being shown and outlined on the plan attached hereto as Exhibit A and being part of the Shopping Center situated upon the property described in Exhibit B attached hereto. "Shopping Center" shall refer to the property described in Exhibit B, together with such additions and other changes as Landlord may from time to time designate as included within the Shopping Center. Landlord shall have the right to verify the actual square feet in the Premises from time to time during the Lease Term and to adjust the Monthly Payment payable hereunder based upon the actual square feet in the Premises as determined by such measurement. below. below. May 01, 2010 July 01, 2010 July Ol, 2011 July 01, 2012 July 01, 2013 ARTICLE 1— DEFINITIONS 1.1 Definitions and Certain Basic Provisions. (a) Landlord: Winter Boat, L.L.C. (b) Landlord's Mailing Address: (c) Tenant: Pedro and Josephina De Santiago (d) Tenant's Mailing/Notice Address: Los Nopales (The Cactus) P.O. Box 330 Fraser, CO 80442 Telephone No. Fax No. (e) Tenant's Trade Name(s): Los Nopales (The Cactus) (f) Tenant's Address in Shopping Center: 535 Zerex Street, Unit B -102 Fraser, CO 80442 (h) Lease Term: 62 months. (i) June 30, 2010 June 30, 2011 June 30, 2012 June 30, 2013 June 30, 2014 TERM Commencement Date: May 1, 2010 as extended pursuant to Section 3.3 (k) Minimum Guaranteed Rental: Winter Boat, L.L.C. c/o Western Centers, Inc. Pavilion Tower II 2821 S. Parker Rd., Suite 215 Aurora, CO 80014 Telephone No. (303) 306 -1000 Fax No. (303) 306 -1133 (j) Expiration Date: June 30, 2015, or as extended pursuant to Section 3.3 RATE MONTHLY PER S.F. BASE RENT $0.00 $12.00 $13.00 $14.00 $15.00 $0.00 $1,000.00 $1,083.00 $1,167.00 $1,250.00 2010, by and ANNUAL BASE RENT $0.00 $12,000.00 $12,996.00 $14,004.00 $15,000.00 (m) Initial Common Area Maintenance Charge, Insurance Escrow Payment and Tax Escrow Payment: $396.00 per month ($4.75 /s.f. /yr) commencing Jaaa 01, 291 J J F (n) Security Deposit: $1,396.00 due upon mutual execution of this Lease. (o) Permitted Use: Mexican Restaurant. (p) Marketing Fund Amount: $None per year. (q) Broker: Western Centers, Inc. (r) Guarantor(s) (include spouse of individual Guarantor(s)): Pedro de Santiago and Josephina de Santiago. 1.2 Monthly Payment. Monthly Payment is defined to be the total sum of Tenant's monthly obligations for the payment of: (a) the Minimum Guaranteed Rental; (b) the Initial Common Area Maintenance Charge; (c) the Initial Insurance Escrow Payment; and (d) the Initial Tax Escrow Payment, as such sums may be adjusted herein. 1.3 Additional Rent. Any amounts which this Lease requires Tenant to pay in addition to the Monthly Payment. 1.4 Construction. Each of the foregoing definitions and basic provisions shall be construed in conjunction with and limited by references thereto in other provisions of this Lease. ARTICLE 2 GRANTING CLAUSE 2.1 In consideration of the obligation of Tenant to pay rent and other charges as herein provided and in consideration of the other terms, covenants and conditions hereof, Landlord hereby demises and leases to Tenant, and Tenant hereby takes from Landlord, the Premises, TO HAVE AND TO HOLD the Premises for the Lease Term, all upon the terms and conditions set forth in this Lease. ARTICLE 3 CONSTRUCTION AND ACCEPTANCE OF THE PREMISES 3.1 As -Is Delivery. Tenant takes the Premises in their as -is condition as of the date Landlord delivers possession of the Premises to Tenant. Tenant acknowledges that Tenant is not relying upon any representations or warranties made by Landlord or Landlord's agents or employees as to the suitability or fitness of the Premises for the conduct of Tenant's business or for any other purpose. Tenant acknowledges that neither Landlord nor its agents or employees has agreed to undertake any alterations or construct any tenant improvements to the Premises except as expressly provided in this Lease. 3.2 Tenant's Investigation. Tenant hereby represents and warrants to Landlord that Tenant has made its own investigation and examination of all the relevant data relating to or affecting the Premises and is relying solely on its own judgment in entering into this Lease; specifically, and without limitation, Tenant represents and warrants to Landlord that Tenant has had an opportunity to measure the actual dimensions of the Premises and Shopping Center and agrees to the square footage figures set forth herein for all purposes of this Lease (except in the event of a condemnation or casualty that decreases the size of the Premises and /or Shopping Center as more fully provided elsewhere in this Lease). LANDLORD MAKES NO WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED OR OTHERWISE, WITH RESPECT TO THE CONDITION OF THE PREMISES, THE SHOPPING CENTER, OR THE LAND, THE LOCATION, USE, DESCRIPTION, DESIGN, MERCHANTABILITY, SUITABILITY, OR FITNESS FOR USE FOR ANY PARTICULAR PURPOSE, CONDITION, OR DURABILITY, OR THE QUALITY OF THE MATERIAL OR WORKMANSHIP IN THE SHOPPING CENTER OR THE PREMISES. ALL RISKS INCIDENT TO THOSE MATTERS WILL BE BORNE BY TENANT. LANDLORD WILL HAVE NO RESPONSIBILITY OR LEASE AND HAVE BEEN NEGOTIATED AND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, EXPRESS OR IMPLIED, WITH RESPECT TO THE PREMISES OR ANY PORTION OF THE PREMISES, WHETHER ARISING UNDER APPLICABLE LAW NOW IN EFFECT OR IN EFFECT AFTER THE DATE OF THIS LEASE. TENANT ACKNOWLEDGES AND REPRESENTS THAT NO SUCH REPRESENTATIONS OR WARRANTIES HAVE BEEN MADE AND ACCEPTS THE PREMISES IN ITS PHYSICAL CONDITION ON THE POSSESSION DATE. 3.3 Failure to Deliver Possession. If for any reason, Landlord cannot deliver possession of the Premises to Tenant on the Commencement Date, this Lease will not be void or voidable, and Landlord will not be liable to Tenant for any resultant loss or damage. Notwithstanding anything herein to the contrary, if Landlord has not delivered possession of the Premises on or before the date (the "Drop -Dead Date that is 120 days after the Commencement Date, then this Lease shall automatically terminate as of the Drop -Dead Date and thereafter the parties shall have no further rights or obligations to each other, except that Landlord shall return all funds deposited hereunder by Tenant within five business days after the Drop -Dead Date. If Landlord's failure to deliver possession of the Premises on or before the Drop -Dead Date is due in whole or in part to circumstances of force majeure as defined herein, then the Drop -Dead Date shall be extended for an additional two months. 3.4 Tenant shall be permitted entry onto the Premises from and after Landlord delivers possession of the Premises to Tenant, but prior to the Commencement Date, for the purpose of installing Tenant's fixtures and for any other purpose permitted by Landlord. Such early entry will be at Tenant's sole risk and subject to all the terms and provisions of this Lease as though the Commencement Date had occurred, except for the payment of the Monthly Payment, which will commence on the Commencement Date. All rights of Tenant under this section will be subject to the requirements of all applicable building codes, zoning requirements, and federal, state, and local laws, rules, and regulations. ARTICLE 4 MONTHLY PAYMENT 4.1 Rent. The Monthly Payment shall accrue hereunder with respect to the Premises from the Commencement Date and shall be payable to Landlord at Landlord's Mailing Address without demand and without setoff or deductions, for any reason whatsoever, except as herein provided. 4.2 Payment. Tenant shall pay to Landlord the Minimum Guaranteed Rental in monthly installments in the amount specified in Section 1.1 above. The first such monthly installment shall be due and payable upon execution of this Lease, and subsequent installments shall be due and payable on or before the first day of each succeeding calendar month during the Lease Term; provided, that if the Commencement Date is a date other than the first day of a calendar month, there shall be due and payable on or before such date as the Minimum Guaranteed Rental for the balance of such calendar month a sum equal to that proportion of the Minimum Guaranteed Rental due for the first full calendar month, multiplied by a fraction the numerator of which is the number of days from the Commencement Date to the end of the calendar month during which the Commencement Date shall fall and denominator which is the total number of days in such month. 4.3 Sales Reports and Records. (a) On or before the 25th day of each calendar month during the term of this Lease, Tenant shall prepare and deliver to Landlord at the place designated by Landlord a calendar year (or partial calendar year), certified to be correct by an independent certified public V.vV awl, al, Va Vaal J. VaVVa1VVVV a�Vi1�tA1 U11U.11 ■JV 1S111.4.LV, UU JVV C, 11V VVV V Vl CTJ LU11U1V1l,.1 rights -miler subsection (c) below. (b) Tenant shall keep in the Premises or at some other location in the city in sales slips and other sales records. All such books and records shall be retained and preserved to inspection and audit by Landlord and its agents at all reasonable times. (c) certified annual statement of Gross Sales su sales made in or from the Premises during the period in question. If such statements are found to 0 for such audit, Tenant shall promptly pay to Landlord any deficiency or Landlord shall promptly refund to Tenant any overpayment, as the case may be, which is established by such audit. ARTICLE 5 COMMON AREA 5.1 Common Area. The "Common Area" is the part of the Shopping Center designated by Landlord from time to time for the common use of all tenants, including among other facilities, parking areas, sidewalks, roofs, landscaping, curbs, loading areas, private streets and alleys, lighting facilities, hallways, malls, restrooms, as well as all other areas and improvements of the Shopping Center not leased or intended to be leased to other tenants, all of which shall be subject to Landlord's sole management and control and shall be operated and maintained in such manner as Landlord, in its sole discretion, shall determine; provided, however, that the management, control, maintenance and operation of the Shopping Center shall be consistent with the standards observed by comparable retail centers in the Denver metropolitan area from time to time. Landlord reserves the right to change from time to time the dimensions and location of the Common Area as well as the location, dimensions, identity and type of any building shown on Exhibit A, and to acquire other outlots or buildings, construct additional buildings or additional stories on existing buildings or other improvements in the Shopping Center, and to include the same as part of the Shopping Center or the Common Area, or both, as the case may be. Landlord may also eliminate buildings from the plan shown on Exhibit A provided that such activities do not materially interfere with access to the Premises by Tenant's employees and visitors. 5.2 Use of Common Areas: Parking. (a) Tenant shall have the right, nonexclusive and in common with others, to use the Common Areas for the purposes for which the same were designed and to use the exterior paved driveways and walkways of the land for vehicular and pedestrian access to the Shopping Center. Tenant shall also have the right, non exclusive and in common with other tenants of the Shopping Center and Landlord, to use the designated free parking areas of the land, if any, for the parking of automobiles and other vehicles of Tenant and its employees and business visitors; provided, that Landlord shall have the right to restrict or limit Tenant's utilization of such parking areas in the event the same become overburdened and in such case to allocate on a proportionate basis or assign parking spaces among Tenant and the other tenants of the Shopping Center. Landlord shall have the right to establish reasonable regulations, applicable to all tenants, governing the use of or access to any interior or exterior Common Areas. (b) Tenant covenants that under no circumstances shall Tenant allow freight, merchandise, supplies, vehicles, construction materials, trade fixtures or other goods delivered to or from the Premises to be stored on, accumulate on, or obstruct the entrances of the Shopping Center or the roads, trash bay, sidewalks, driveways or parking areas within the Shopping (c) Tenant shall not perform or permit work to be done on any Common Areas, including but not limited to, the roads, sidewalks, driveways, parking areas, landscaped areas or any other exterior areas within the Shopping Center. As used herein "work" includes, but is not limited to, assembly, construction, mechanical work, painting, drying, layout, cleaning or repair of goods or materials. 5.3 CAM Charges. (a) Tenant agrees to pay as an additional charge each month its Proportionate Share of the cost of operation and maintenance of the Common Area (including, but not limited to, those incurred for lighting, water, sewage, painting, cleaning, decorating, managing, policing, inspecting, landscaping, repairing, replacing (including escrowing monies for replacement of roofs and parking lots, guarding and protecting) which may be incurred by Landlord in its discretion as well as its Proportionate Share of Landlord's other costs to repair, maintain, operate and manage the Shopping Center (collectively "Common Area Maintenance Charges" or "CAM provided, however, that the cost of any item that is properly classified as a capital expense under generally accepted accounting principles will be amortized over the useful life of such item (as determined by Landlord) and the annual amortized amount will be included in CAM. During the Lease Term, Tenant shall pay to Landlord on the first day of each month concurrently with the monthly Minimum Guaranteed Rental and for every month thereafter, 1112 of the amount of such CAM estimated by Landlord, as adjusted from time to time, in advance, acting reasonably, to be due from Tenant. Within a reasonable time after the close of each calendar year, Landlord shall give Tenant a statement (the "Statement of the year's CAM and the total amount of the CAM which is Tenant's obligation, based on Tenant's Proportionate Share, as determined from time to time by Landlord. If such year's CAM is different than the estimated amount paid by Tenant, Tenant shall pay Landlord or Landlord shall credit Tenant, as applicable, within 30 days of the date of the Statement, Tenant's Proportionate Share which has either (1) not been paid by Tenant or (2) been overpaid by Tenant pursuant to the estimate. The estimate for Tenant's Proportionate Share of CAM as of the Commencement Date is Initial Common Area Maintenance Charge. This amount shall be paid monthly until such time as Landlord, in writing, reasonably adjusts the estimated CAM pursuant to the first sentence of this paragraph. Notwithstanding anything to the contrary contained in this Lease, Landlord's failure to provide a reconciliation of CAM shall in no way release Tenant from its obligation to pay its Proportionate Share of CAM, or constitute a waiver of Landlord's right to assess and collect for CAM from Tenant in accordance with this section. 5.4 Proportionate Share. For purposes of calculating CAM, Tenant's Proportionate Share shall be the percentage equal to a fraction, the numerator of which shall be the square footage of the Premises and the denominator of which shall be the square footage of the rentable area of the Shopping Center. For purposes of this section, the square footage of the rentable area of the Shopping Center shall exclude, at Landlord's option, any floor area in the Shopping Center which is leased to anchor tenants or is not owned by Landlord. Said percentage shall hereinafter be referred to as Tenant's "Proportionate Share." Tenant's Proportionate Share may be adjusted from time to time as the square footage of the rentable area of the Premises or of the Shopping Center changes, for whatever reason. Notwithstanding the foregoing, if any tenant or occupant of the Shopping Center pays the cost of any service or item which is included in Ancillary Rents directly, then the cost of the same shall be deducted from the Ancillary Rents total cost before computing Tenant's proportionate share. 5.5 Audit. Tenant shall have the right, at Tenant's sole cost and expense, for a period of 60 days following receipt of the Statement, to audit the Landlord's records of CAM, provided, that all the following criteria are met: (a) before conducting any audit, Tenant must pay the full amount of any CAM due, and must not be in default of any other provisions of this Lease; (b) in conducting the audit, Tenant must utilize an independent certified public accountant "CPA experienced in auditing shopping center records, which CPA will be subject to Landlord's reasonable prior approval; (c) the audit shall be conducted at Landlord's main offices or such other site as Landlord may determine; (d) upon receipt thereof, Tenant will deliver to Landlord a audit rights shall not cover a period of time in excess of the one calendar year immediately preceding the audit. Tenant's failure to conduct an audit within 60 days after receipt of the Statement shall be deemed conclusive that Landlord's assessments of CAM are correct. 5.6 Notwithstanding the foregoing, CAM shall not, however, include (a) interest and amortization on mortgages and other debt costs; (b) improvements, repairs or alterations to spaces leased to other tenants; (c) the cost of providing any service directly to and paid directly by, any tenant; (d) costs of items to the extent Landlord receives reimbursement from insurance proceeds; (e) any duplicative charges or expenses; or (f) legal fees incurred in leasing or in disputes with other tenants. ARTICLE 6 USE AND CARE OF THE PREMISES 6.1 Trade Name. The Premises may be used only for the Permitted Use, and for no other purpose. Notwithstanding the foregoing, Tenant shall not be entitled to use the Premises for any uses listed on Exhibit F, attached hereto. Tenant shall use in the transaction of business in the Premises the Trade Name specified in Section 1.1 above and no other trade name without the prior written consent of Landlord. Tenant shall not at any time leave the Premises vacant, but shall in good faith continuously throughout the Term of this Lease conduct and carry on in the entire Premises the type of business for which the Premises are leased. Tenant shall operate its business with a complete line of full selection and sufficient stock of first class merchandise of current style and type, with attractive displays and in an efficient, high class and reputable manner so as to produce the maximum amount of sales from the Premises, and shall, except during reasonable periods for repairing, cleaning and decorating, keep the Premises open to the public for business with adequate and competent personnel in attendance on all days and during all hours (including evenings) established by Landlord from time to time as store hours for the Shopping Center, and during any other days and hours when the Shopping Center generally is open to the public for business, except to the extent Tenant may be prohibited from being open for business by applicable law, ordinance or governmental regulation. Tenant shall maintain an adequate number of capable employees and sufficient inventory to run its business in a first -class manner. Tenant's local advertising shall refer to the business conducted at the Premises and shall mention the address of the Premises. Tenant acknowledges that the identity of Tenant, the specific character of Tenant's business, the anticipated use of the Premises and the relationship between such use and other uses within the Shopping Center have been material considerations to Landlord's entry into this Lease. Any material change in the character of Tenant's business or use without the prior written consent of Landlord shall constitute an Event of Default under this Lease. 6.2 Increased Premiums. Tenant shall not keep anything within the Premises for any purpose which increases the insurance premium cost or invalidates any insurance policy carried on the Premises or other part of the Shopping Center. Upon demand, Tenant shall pay as Additional Rent any increased premium cost due to Tenant's use or occupation of the Premises. All property kept stored or maintained within the Premises by Tenant shall be at Tenant's sole risk. 6.3 No Wholesale. Tenant shall not conduct within the Premises any fire, auction or bankruptcy sales or operate within the Premises a "Wholesale" or "factory outlet" store, a cooperative store, a "second -hand" store, a "surplus" store or a store commonly referred to as "discount house." Tenant shall not advertise that it sells products or services at a "discount," "cut- price," or "cut- rate" prices. Tenant shall not: (a) permit any objectionable or unpleasant odors to emanate from the Premises, (b) place or permit any radio, television, loudspeaker or amplifier on the roof or outside the Premises or where the same can be seen or heard from outside the Shopping Center or in the Common Area, (c) place an antenna, awning or other projection on the exterior of the Premises, (d) solicit business or distribute leaflets or other advertising material in the Common Area, (e) or take any other action which in the exclusive judgment of Landlord would constitute a nuisance or would disturb or endanger other tenants of the Shopping Center, (f) or unreasonably interfere with other tenant's use of their respective times, and shall store all trash and garbage within the Premises, or within areas designated by Landlord. Tenant shall arrange for the regular pickup of such trash and garbage at Tenant's expense. The size, design and color of any receptacles may be prescribed by Landlord. Receiving and delivery of goods and merchandise, and removal of garbage and trash, shall be made only in the manner and areas prescribed by Landlord. Notwithstanding anything to the contrary contained in this Lease, Landlord may, at its sole option, arrange for collection of all trash and garbage in the Shopping Center and should Landlord exercise such election, Tenant's Proportionate Share of the cost thereof will be part of the CAM. Tenant shall not operate an incinerator or burn trash or garbage within the Shopping Center. 6.5 Displays. Tenant shall maintain all display windows in a neat, attractive condition, and shall keep all exterior electric signs in front of the Premises lighted from dusk until 10:00 P.M. every day, including Sundays and holidays. 6.6 Compliance with Laws. Tenant shall procure, at its sole expense, any permits and licenses required for the transaction of business in the Premises and otherwise comply with all applicable laws, ordinances and governmental regulations concerning the use and operation of the Premises; provided, that such compliance does not require alteration of the Premises, except where such alteration is dictated by the applicable authority as a result of Tenant's particular use of the Premises. 6.7 Relocation of the Premises. Landlord reserves the right to relocate Tenant to another location in the Shopping Center (herein referred to as the "New Premises provided: (a) Landlord gives Tenant at least 60 days' prior written notice; (b) Landlord pays the actual and Premises; (c) the New Premises are similar to the Premises in size; and (d) Landlord and Tenant shall request same. The Minimum Guaranteed Rental and Tenant's Proportionate Share shall be adjusted based on the square footage of the New Premises. ARTICLE 7 MAINTENANCE AND REPAIR OF THE PREMISES 7.1 Landlord's Obligation. Subject to reimbursement by Tenant pursuant to Article 5 hereof, Landlord shall keep, or cause to be kept, the foundation, the exterior walls (except store fronts, plate glass windows, doors, door closure devices, window and door frames, molding, locks and hardware) and the roof of the Premises in good repair, except for damage due to the negligent, acts or omissions of Tenant, its agents, employees, subtenants, licensees, invitees and concessionaires, which repairs shall be made by Tenant, at Tenant's sole expense. In the event that the Premises should become in need of repairs required to be made by Landlord hereunder, Tenant shall give prompt written notice thereof to Landlord, and Landlord shall commence required repairs as soon as reasonably practicable. This section shall not apply in case of damage or destruction by fire or other casualty or condemnation or eminent domain, in which event the obligations of Landlord shall be controlled by Article 14 and 15. Except as otherwise provided in this section, Landlord shall not be obligated to make repairs, replacements or improvements of any kind upon the Premises, or to any equipment, merchandise, stock in trade, facilities or fixtures therein, all of which shall be Tenant's responsibility, but Tenant shall give Landlord prompt written notice of any accident, casualty, damage or other similar occurrence in or to the Premises or the Common Area of which Tenant has knowledge. Landlord's costs and expenses to comply with this section may be included in CAM. Notwithstanding anything to the contrary contained herein, Landlord's obligation hereunder is limited to repairs specified in this Section 7.1 only, and Landlord shall have no liability for any damages or injury arising out of any condition or occurrence causing a need for such repairs. 7.2 Tenant's Obligations. (a) Tenant, at its sole cost and expense, shall at all times keep the Premises (including all entrances and vestibules) and all partitions, windows and window frames and required herein to be maintained by Landlord, in good order, condition and repair, clean (including redecorating), orderly, sanitary and safe, damage by ordinary wear and tear and unavoidable casualty excepted (including, but not limited to, doing such things, at Tenant's sole cost and expense, as are necessary to cause the Premises to comply with the applicable laws, ordinances, rules, regulations, directions, requirements and orders of governmental and public bodies and agencies which are now in force or which may hereafter be in force, which shall impose any duty upon Landlord or Tenant with respect to the use, occupation or alteration of the Premises, such as, but not limited to, OSHA and ADA). Tenant shall furnish, maintain and replace all electric light bulbs, ballasts, tubes and tube casings. (b) Tenant shall arrange for the regular pickup of such trash and garbage at Tenant's expense. The size, design and color of any receptacles may be prescribed by Landlord. Receiving and delivery of goods and merchandise, and removal of garbage and trash, shall be made only in the manner and areas prescribed by Landlord. All of Tenant's refuse and other waste materials shall be segregated by category of waste in accordance with such regulations as Landlord may from time to time adopt. Notwithstanding anything to the contrary contained in this Lease, Landlord may, at its sole option, arrange for collection of all trash and garbage in the Shopping Center and should Landlord exercise such election, Tenant's Proportionate Share of the cost thereof will be part of the CAM. Tenant shall not operate an incinerator or burn trash or garbage within the Shopping Center. Tenant shall, at its sole cost and expense, provide its own janitorial service. (c) Tenant shall maintain in a clean condition its signs, metal work, doors and the interior and exterior of all windows in the Premises. In the event Landlord determines that windows for which Tenant is responsible are not being so maintained, it shall have the right to clean the same or cause the same to be cleaned at Tenant's expense. Tenant, shall be responsible for the maintenance, repair and restoration (including replacement, if necessary) of any windows or other glass surfaces within the Premises. (d) Tenant shall be responsible for the cleaning and maintenance of any grease trap serving the Premises and shall enter into, and furnish Landlord a copy of upon request, a grease trap cleaning contract reasonably acceptable to Landlord. Any grease -hood ventilation equipment in the Premises shall include fire protection devices approved by Landlord and a fine prefilter and activated charcoal filters or their equivalent. All kitchen ventilating equipment shall be so operated and maintained as to prevent the emission of odors and smoke from the Premises, and if the exhaust requirements of Tenant's use exceed the capacity of the kitchen ventilating equipment, Tenant shall install and use an electrostatic precipitator or comparable state of the art equipment to achieve the requisite standard of emission control, as determined by Landlord, so that no such emissions shall enter into the Shopping Center's air conditioning system or be discharged into any other vents or flues of the Shopping Center or annoy any of the tenants of the Shopping Center or adjacent properties. The design, location and installation of such equipment shall be subject to Landlord's approval. The discharge of any fumes, vapors and odors, which by law or by rule or regulation of any department or agency having jurisdiction must be discharged into a separate stack or flue, will not be permitted unless Tenant, at Tenant's sole expense, shall provide for such discharge in a proper manner to the outside air if legally permissible and if not legally permissible, then in some other lawful manner. Tenant shall not discharge or permit to be discharged any acids, vapors or other materials into the wastelines, vents or exterior surfaces of the Shopping Center which will damage them. The discharge of fumes, vapors and odors will only be permitted on the Shopping Center exterior at Shopping Center mechanical room floors and only at such locations on these floors where space and ventilation capacity is available without contaminating the intake or other mechanical systems. If Landlord so elects, Tenant shall enter into maintenance and service contracts for the filter and exhaust elements of the heat, ventilating and air conditioning equipment with maintenance and service companies approved by Landlord, and Tenant shall not terminate or amend the contracts without Landlord's prior approval, which approval shall not be unreasonably withheld. v v v..av 111..4....... ...14.4 1.V ..1.ju.0 Uv% JJO iivui L11v Premises to the space of any other tenant or to any other portion of the Shopping Center. Tenant shall cause to be maintained, at its expense and in good operating condition and repair, all grease traps and other equipment installed in the Premises for kitchen waste disposal. If Landlord determines in its reasonable judgment that such equipment is not being so maintained, Tenant shall retain the services of Landlord or a maintenance company retained by Landlord to perform such maintenance and Tenant shall reimburse Landlord for the cost thereof upon demand. 7.3 Maintenance Contracts. Landlord may, at Landlord's sole discretion, enter into a mechanical system inspection contract with a reputable service company, and Tenant shall pay its Proportionate Share of the costs of said service contract. Tenant shall pay its Proportionate Share of all costs of any replacements or repairs resulting from determinations made by the inspection service. Landlord may, in its sole discretion, require Tenant to enter into a regularly scheduled preventive maintenance /service contract with a maintenance contractor for servicing the HVAC and equipment within the Premises. The maintenance contractor must be approved by Landlord. The service contract must include all services suggested by the equipment manufacturer within the operation/maintenance manual and must become effective within 30 days of notification from Landlord that the HVAC contract shall be Tenant's responsibility. A copy of the contract is to be delivered to Landlord within the 30 -day period. Should Tenant fail to enact such maintenance contract, Landlord may do so in Tenant's behalf, and Tenant shall pay Landlord upon demand such associated costs plus fifteen percent (15 plus interest at the maximum allowable rate. Within the thirty (30) day period preceding moveout by Tenant, Tenant shall have the systems and equipment checked and serviced to ensure proper functioning and shall furnish Landlord satisfactory proof thereof upon request. 7.4 Landlord's Repair Rights. If Tenant refuses or neglects to make repairs or to maintain the Premises, or any part thereof, in a manner reasonably satisfactory to Landlord, Landlord shall have the right, but not the obligation, upon giving Tenant written notice of its election to do so, to make such repairs or perform such maintenance on behalf of, and for the account of, Tenant. Such work shall be paid for by Tenant, as Additional Rent, promptly upon receipt of a bill therefore, with a 15% administration charge added to the total. 7.5 End of Term. At the end of this Lease, or upon Landlord's exercise of its right, upon an event of default, to repossess the Premises without terminating this Lease, Tenant will promptly quit and surrender the Premises broom- clean, in good order and repair, ordinary wear and tear excepted, and shall surrender all keys for the Premises to Landlord and shall inform Landlord of all combinations on locks, safes and vaults, if any, in the Premises. Upon moveout by Tenant, should the Premises require any repairs which are the responsibility of Tenant hereunder, Landlord shall have the right to make such repairs at Tenant's sole cost. If Tenant is not then in default, Tenant may remove from the Premises any trade fixtures, equipment and movable furniture placed in the Premises by Tenant pursuant to Article 8, whether or not such trade fixtures or equipment are fastened to the Premises, so long as such removal is done in accordance with plans approved by Landlord. Notwithstanding the foregoing, Tenant will not remove any trade fixtures or equipment without Landlord's prior written consent if such fixtures or equipment are used in the operation of the Premises, or if the removal of such fixtures or equipment will result in impairing the structural strength of the Premises. Whether or not Tenant is in default, Tenant will remove such alterations, additions, improvements, trade fixtures, equipment and furniture as Landlord has requested in accordance with Article 8 and in accordance with plans approved by Landlord. All trade fixtures, equipment, furniture, inventory, effects, alterations, additions and improvements on the Premises after the end of the Lease Term will be deemed conclusively to have been abandoned and may be appropriated, sold, stored, destroyed or otherwise disposed of by Landlord without written notice to Tenant or any other person and without obligation to account for them or to pay any proceeds to Tenant for such items. Tenant will pay Landlord for all expenses incurred in connection with the removal of such property, including, but not limited to, the cost of repairing any damage to the Shopping Center or Premises caused by the removal of such property. Tenant's obligation to observe and or improvements (collectively "Alterations in or to the Premises without the prior written consent of Landlord. Alterations to the Premises shall be done by Landlord or by contractors approved in writing by Landlord, at Tenant's sole cost and expense. If Landlord approves Tenant's proposed Alterations and agrees to permit Tenant's contractor to do the work, Tenant's contractor must first furnish to Landlord insurance coverage against such risks and in such amounts as Landlord may reasonably require, including, but not limited to, Workman's Compensation Insurance (as required under the Workman's Compensation Act of Colorado), issued by such companies as Landlord may approve. All Alterations permitted by Landlord must conform to all requirements of all governmental entities having jurisdiction. Tenant's contractor shall obtain all applicable building and occupancy permits required by law. Landlord shall have the right, at Tenant's expense, to have Tenant's contractor's work inspected by architects and engineers. At any time Tenant either desires to, or is required to, make repairs or Alterations in accordance with this Lease, Landlord may, in addition to its other options, require Tenant, at Tenant's sole cost and expense, to obtain and provide to Landlord a lien and completion bond (or such other applicable bond as reasonably determined by Landlord) in an amount equal to one and one -half times the estimated cost of such improvements to insure Landlord against risk and liability, including but not limited to liability for mechanics and materialman's lien, and to insure the completion of the work. Tenant agrees to indemnify Landlord and hold it harmless against any loss, liability or damage resulting from such work. Tenant further agrees that plans and drawings for installation or revision of mechanical, electrical or plumbing systems shall be designed by an engineer approved by Landlord, and bear an engineer's seal, such design work to be done at Tenant's expense. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be permitted to remove or alter any restrooms in the Premises. 8.2 Removal of Alterations. All Alterations (whether temporary or permanent in character and whether made with or without Landlord's consent) made in or upon the Premises, either by Landlord or Tenant, shall be Landlord's property upon installation and shall remain on the Premises without compensation to Tenant unless Landlord shall, by written notice within 30 days after the expiration or termination of this Lease, elect to have the Alterations removed. If Landlord elects to have the Alterations removed and Tenant fails to remove the same and restore the Premises to the condition that existed prior to the installation of the Alterations, then Landlord may cause same to be removed and the Premises restored at Tenant's expense, and Tenant agrees to reimburse Landlord, on demand, for the cost of such removal and restoration, together with any and all damages which Landlord may suffer and sustain by reason of the failure of Tenant to remove the same. 8.3 Removal of Fixtures. Upon the expiration or other termination of this Lease, Tenant will remove all furniture, movable trade fixtures and personal property (collectively "Fixtures of Tenant. If Tenant fails to remove its Fixtures on or before the date of expiration or termination of this Lease, the Fixtures shall, at the option of Landlord, either become the property of Landlord, or be removed from the Premises and disposed of by Landlord, at Tenant's sole cost and expense. 8.4 Standard of Alterations. All Alterations, installations, removals and restoration shall be accomplished in a good and workmanlike manner so as not to damage the Premises or the Shopping Center, in compliance with all governmental requirements, and the requirements of any contract or deed of trust to which the Landlord may be a party, and in such manner as not to disturb other tenants in their use and occupancy of the Shopping Center. 8.5 Roof Alterations. Tenant agrees that all venting, opening, sealing, waterproofing of the roof made in connection with any Alterations requested by Tenant shall be performed by Landlord's roofing contractor, at Tenant's expense. Upon completion of any Alterations to the roof, Tenant shall furnish to Landlord a certificate from Landlord's roofing contractor that all such Alterations approved by Landlord have been completed in accordance with the plans and specifications approved by Landlord. ARTICLE 9 LANDLORD'S RIGHT OF ACCESS; USE OF ROOF improvement or preservation thereof. Landlord shall also have the right to enter the Premises upon reasonable prior notice during Tenant's regular business hours, and to exhibit the same to prospective purchasers, mortgages, lessees and tenants. During the 180 days prior to the Expiration Date, Landlord may place upon the Premises "For Lease" or other similar signs which Tenant shall permit to remain thereon displayed. 9.2 Use of Roofs and Walls. Notwithstanding anything to the contrary contained in this Lease, Landlord shall have the exclusive right to use all or any part of the roof or exterior walls of the Premises for any purpose, including, but not limited to: (a) erecting signs or other structures on or over all or any part of the same; (b) erecting scaffolds and other aids to the construction, maintenance and installation of the same; and (c) installing, maintaining, using, repairing and replacing pipes, ducts, conduits, and wires and all other mechanical equipment leading through, to or from the Premises and serving other parts of the Shopping Center in locations which do not materially interfere with Tenant's use of the Premises. Use of the roof above the Premises is reserved for Landlord. ARTICLE 10 SIGNS; STORE FRONTS 10.1 Signage. Tenant shall not, without Landlord's prior written consent: (a) make any changes to or paint the store front; (b) install any exterior lighting, decorations or paintings; or (c) erect or install any signs, window or door lettering, placards, decorations or advertising media of any type which can be viewed from the exterior of the Premises, excepting only dignified displays of customary type for its display windows. All signs, decorations and advertising media shall conform in all respects to the sign criteria established by Landlord, in its sole discretion, for the Shopping Center, and shall be subject to the prior written approval of Landlord as to construction, method of attachment, size, shape height, lighting, color and general appearance. All signs shall be kept in good condition and in proper operating order at all times. Landlord reserves the right to designate a uniform type of sign for the Shopping Center to be installed and paid for by Tenant. The signage criteria for the Shopping Center, as the same may be amended from time to time in Landlord's sole discretion, is set forth on Exhibit D attached hereto. If Tenant is in default hereunder and such default remains uncured for at least 30 days, Landlord shall have the right to erect on the Premises signs indicating that the Premises are available "for lease." 10.2 Removal of Signage. Tenant agrees to have erected and installed fully operative signage prior to Tenant's opening for business. All signs shall be in accordance with Landlord's sign criteria. Tenant, upon vacation of the Premises, or the removal or alteration of its sign for any reason, shall be responsible for the repair, painting, and /or replacement of the building fascia surface where Tenant's signs are attached. 11.1 Procurement of Utilities. Landlord agrees to cause to be provided and maintained the necessary mains, conduits and other facilities necessary to supply water, electricity, natural gas, telephone service and sewerage service to the boundary of the Premises. 11.2 Utilities. Tenant shall promptly pay all charges for electricity, water, gas, telephone service, sewerage service and other utilities furnished to the Premises and shall promptly pay any maintenance charges therefore. Tenant shall reimburse Landlord (as part of CAM) for its Proportionate Share of any utilities paid by Landlord which are allocable to Tenant but not directly metered to Tenant. Landlord reserves the right to directly meter Tenant's consumption of utilities. Landlord may, at its option, furnish one or more utility services to Tenant, and in such event Tenant shall purchase the services from Landlord, and shall pay on demand as Additional Rent the rates established therefore by Landlord so long as such rates do not exceed the rates which would have been charged for the same services if furnished directly by the local public utility companies. Landlord may at any time discontinue furnishing any such service without obligation to Tenant other than to connect the Premises to the public utility, if ARTICLE 11 UTILITIES 111, uv 01511 vi I.1av v11 J[JJJ1115 vvu w1 0 (411 VVi1U11.i V111115 0 01,111, LJCI1Julvlu 11(411 11(4 V V (11v 115111, u1.141 prior written notice to Tenant, to install supplementary air conditioning facilities in the Premises or otherwise modify the ventilating and air conditioning system serving the Premises; and the cost of such facilities, modifications, and additional service will be paid by Tenant as Additional Rent. In the event that Tenant requires more power than is otherwise made available to the Premises pursuant to Section 11.1, Tenant shall pay for the cost of installing any risers, meters or other facilities that may be necessary to furnish or measure such excess power to the Premises. 11.4 Interruption of Services. Landlord shall not be in default under this Lease or be liable for any damages directly or indirectly resulting from, nor shall the Rent be abated by reason of (a) the installation, use or interruption of use of any equipment in connection with the furnishing of any of such services, (b) failure to furnish or delay in furnishing any such services when such failure or delay is caused by accident, strike or any other condition beyond the reasonable control of Landlord, or by the making of necessary repairs or improvements to the Premises or the Shopping Center, (c) the limitation, curtailment, rationing, or restrictions on use of water, electricity, gas, or any other form of energy serving the Premises or the Shopping Center. Landlord and Tenant shall each use reasonable efforts to remedy diligently any interruption in the furnishing of such services. 11.5 Interruption of Services. Landlord shall not be liable for any damages to Tenant resulting from any interruption or failure of utility services. ARTICLE 12 INDEMNITY, PUBLIC LIABILITY INSURANCE AND FIRE AND EXTENDED COVERAGE INSURANCE 12.1 Indemnification. Landlord shall not be liable to Tenant or to Tenant's employees, agents, visitors, customers, cosignees or invitees or to any other person or entity, whomsoever, for any injury to person or damage to or loss of property: (a) occurring within the Common Area and caused by the negligence or misconduct of Tenant, its employees, subtenants, licensees or concessionaires, or of, any other person entering the Shopping Center under the express or implied invitation of Tenant; (b) arising out of the use of the Premises by Tenant and the conduct of its business therein; (c) arising out of any breach or default by Tenant in the performance of its obligations hereunder; or (d) resulting from any other cause within the Premises except Landlord's gross negligence. Tenant hereby agrees to indemnify and hold harmless Landlord, its employees and agents from and against, any and all demands, claims, causes of action, fines, penalties, damages (including consequential damages), liabilities, judgments, and expenses (including, without limitation, attorneys' fees) indemnify Landlord and hold it harmless from any loss, expense or claims arising out of any such damage or injury where such damage or injury was not caused by Landlord's gross negligence or willful neglect. If any action or proceeding is brought against Landlord, its employees or agents by reason of any such claim for which Tenant has indemnified Landlord, Tenant, upon written notice from Landlord, will defend the same at Tenant's expense, with counsel satisfactory to Landlord. As a material part of the consideration to Landlord for this Lease, Tenant hereby assumes all risk of damage to property or injury to persons in, upon and about the Premises from any cause and Tenant hereby waives all claims with respect thereto against Landlord. 12.2 Insurance. (a) Tenant's Insurance. Tenant shall obtain and keep in effect throughout the Lease Term, at its sole cost and expense: (i) Bodily injury and property damage liability insurance, with a combined single occurrence limit of not less than $2,000,000. All such insurance will be equivalent to coverage offered by a Commercial General Liability form including, without limitation, personal injury and contractual liability coverage for the performance by Tenant of the indemnity agreements set forth in this Lease; (ii) Insurance covering all of Tenant's furniture and fixtures, 1v3J L11u11 L11, JAM 1 VF/luvvi11v11L vvu L. 1 1vyvi L,' i ii111.3 vv iii Fl v viul+ .+V Vl+ia l+ v11 a ulvau 'vim uaolo insuring against "all risks of direct physical loss." All policy proceeds will be used for the repair or replacement of the property damaged or destroyed; however, if this Lease ceases under the provisions of Article 14, Tenant will be entitled to any proceeds resulting from damage to Tenant's furniture and fixtures, machinery and equipment, stock and any other personal property; (iii) Worker's compensation insurance insuring against and satisfying Tenant's obligations and liabilities under the worker's compensation laws of the state in which the Premises are located, including employer's liability insurance in the limits required by the laws of the state in which the Shopping Center is located; and (iv) If Tenant operates owned, hired or nonowned vehicles on the Shopping Center, comprehensive automobile liability will be carried at a limit of liability not less than $500,000 combined bodily injury and property damage. Such insurance shall name Landlord, first mortgagee, the management company and Tenant, as insured, and if requested by Landlord shall also name as additional insureds any lessor, any other mortgagee and any property manager. (b) Delivery of Policy. Prior to the Commencement Date, Tenant shall provide Landlord with original certificates or duplicate originals of the policy or policies of insurance referred to in subparagraph (a) with evidence that premiums have been paid in full for the respective policy periods. Tenant shall furnish to Landlord throughout the Lease Term, replacement certificates or renewal polices, together with evidence of like premium payment at least 10 days prior to the respective expiration dates of the then current policy or policies. In addition to the remedies set forth in this Lease, Landlord may, but shall not be obligated to, obtain on behalf of Tenant any insurance that Tenant is obligated, but fails, to obtain under this Lease, and recover from Tenant the cost thereof plus interest at the rate of 12% per annum from the date of payment by Landlord until repaid in full by Tenant. (c) Insurance Rating. Any insurance required by Tenant hereunder shall be in companies rated "A" or better in "Bests Insurance Guide." If in the opinion of Landlord, the amount of liability insurance required hereunder or the coverage under such policy is not adequate, then Tenant shall reasonably increase said insurance coverage. Tenant's failure to comply with the requirements of this section relating to insurance shall constitute an event of default hereunder. In addition to the remedies provided in Article 18 of this Lease, Landlord may, but is not obligated to, obtain such insurance and Tenant shall pay to Landlord upon demand as additional rental the premium cost thereof plus interest thereon at the rate equal to the lesser of the highest rate permitted by law or eighteen percent (18 per annum from the date of payment by Landlord until repaid by Tenant. 12.3 Waiver of Subrogation. Landlord and Tenant each waives any and all rights to recover against the other, or against the officers, directors, shareholders, partners, joint ventures, employees, agents, customers, invitees or business visitors of such other party, for any loss or damage to such waiving party arising from any cause covered by any property insurance required to be carried pursuant to this section or any other property insurance actually carried by such party. Landlord and Tenant, from time to time, will cause their respective insurers to issue appropriate waiver of subrogation rights endorsements to all property insurance policies carried in connection with the Shopping Center or the Premises or the contents of either. 12.4 Insurance Escrow Payment. Tenant agrees to pay its Proportionate Share of Landlord's cost of insurance as carried by Landlord from time to time with respect to the Shopping Center, including without limitation fire and extended coverage insurance and commercial general liability insurance in such amounts as Landlord deems necessary or desirable "Insurance on the Shopping Center. Insurance as stated herein may include, without limitation, liability insurance for personal injury, death and property damage, insurance against fire, flood, extended coverage, theft or other casualties, fidelity bonds for personnel, insurance against liability for assault and battery, and defamation and claims for false arrest. During the 14.111u0 uvNvaaavu vy IL YY 11.11 vuaauavau LI1t ..a la1IO YCIy LI1v lot/ 431. Vl J UVll tlIJU1 attlJV. L0.l.tt Insurance Escrow Payment shall be due and payable at the same time and manner of the payment as the Minimum Guaranteed Rental. The amount of the initial monthly Insurance Escrow Payment will be that amount set out in Section 1.1 above. The initial monthly Insurance Escrow Payment is based upon Tenant's Proportionate Share of the estimated insurance on the Shopping Center for the year in question, and the monthly Insurance Escrow Payment is subject to increase or decrease from time to time as determined by Landlord to reflect an accurate monthly escrow of Tenant's estimated Proportionate Share of the Insurance. The Insurance Escrow Payment account of Tenant shall be reconciled annually at the same time as the CAM is reconciled. If Tenant's total Insurance Escrow Payments are less than Tenant's actual Proportionate Share of the Insurance on the Shopping Center, Tenant shall pay to Landlord, within 30 days after receipt of written notice, the difference. If the total Insurance Escrow Payments of Tenant are more than Tenant's actual Proportionate Share of the Insurance on the Shopping Center, Landlord shall retain such excess and credit it to Tenant's Insurance Escrow Payment account. Tenant's Proportionate Share of the cost of Insurance on the Shopping Center shall be computed by multiplying the cost of Insurance by a fraction, the numerator of which shall be the gross rentable area in the Premises, and the denominator of which shall be the gross rentable area of all the buildings which comprise the Shopping Center. However, Landlord shall make appropriate adjustments of said denominator in the event more space in the Shopping Center is constructed during the applicable year. Notwithstanding anything to the contrary contained in the Lease, Landlord's failure to provide a reconciliation of Insurance as required by this section shall in no way release Tenant from its obligation to pay its Proportionate Share of Insurance, or constitute a waiver of Landlord's right to assess and collect for such Proportionate Share of Insurance from Tenant in accordance with this section. ARTICLE 13 NON LIABILITY FOR CERTAIN DAMAGES 13.1 Waiver. Landlord, its agents and employees shall not be liable to Tenant, its employees, agents, invitees, licensees or visitors, or any other person or entity whomsoever for any injury to person or damage to property caused by: (a) an act or omission of Landlord, its agents or employees, or caused by the improvements located on the Premises or other portions of the Shopping Center becoming out of repair, (b) the failure or cessation of any service provided by Landlord (including security service and devices), (c) any defects in, or failure of, equipment, pipes or wiring, or broken glass, or (d) the backing up, or leaking of, drains, gas, water, steam, electricity or oil, into the Premises. Landlord shall not be liable to Tenant or any other person or entity whomsoever for any loss or damage that may be occasioned by or through the acts or omissions of other tenants of the Shopping Center, or of any other persons or entities whomsoever, excepting only duly authorized employees and agents of Landlord. With respect to latent or patent defects in the Premises, Landlord's liability shall extend only to work performed by Landlord, if any, and shall not extend beyond one year from the Commencement Date, whether or not such defects are discovered within such one -year period. Tenant shall indemnify and hold Landlord harmless from any loss, cost, expense or claims arising out of any injury or damage referred to in this section for which Landlord is stated not to be liable. 13.2 Limitation on Recourse. Tenant specifically agrees to look solely to Landlord's interest in the Shopping Center for the recovery of any judgments from Landlord. It is agreed that Landlord (and its shareholders, venturers, and partners, and their shareholders, venturers and partners and all of their officers, directors and employees) will not be personally liable for any such judgments. The provisions contained in the preceding sentences are not intended to, and will not, limit any right that Tenant might otherwise have to obtain injunctive relief against Landlord or relief in any suit or action in connection with enforcement or collection of amounts which may become owing or payable under or on account of insurance maintained by Landlord. ARTICLE 14 FIRE AND OTHER CASUALTY 14.1 Damage. Except as provided below, in case of damage to the Premises or other portions of the Shopping Center by fire or other insured casualty, Landlord shall repair the damage. Such repair work shall be commenced promptly following notice of the damage and 14.2 Restoration. If the damage is of a nature or extent that, in Landlord's reasonable judgment, the repair and restoration work would require more than 90 days to complete after commencement of work, assuming normal work crews not engaged in overtime, Landlord shall so notify Tenant within a reasonable time (but in no event more than 15 days) after such determination of Landlord's election to terminate this Lease. Further, if Landlord reasonably determines that the Shopping Center is damaged to such extent as to make repair thereof unfeasible or that the length of the Lease Term remaining after restoration would make restoration impractical (in either case, whether for economic or other reasons), Landlord shall have the right to terminate this Lease upon written notice to Tenant delivered within 30 days after the casualty. 14.3 Proceeds. If the insurance proceeds received or to be received by Landlord (excluding any rental interruption insurance proceeds) fall materially short of the funds required to pay for repairing the damage or are required to be applied on account of any Mortgage or Underlying Lease (as defined in Section 21.1), or if the nature of loss is not covered by Landlord's hazard insurance coverage, Landlord may elect either to (a) repair the damage as above provided notwithstanding such fact, or (b) terminate this Lease, by giving Tenant notice of termination within 30 days after Landlord's knowledge of the casualty and determination of availability or sufficiency of insurance proceeds. If Landlord elects to terminate this Lease, the termination date shall be the date specified on Landlord's notice, which termination date shall be not earlier than 15 days nor later than 30 days thereafter. 14.4 Tenant's Payment. All injury or damage to the Premises caused by Tenant or Tenant's customers, agents, employees, clients or invitees shall, to the extent not reimbursed by Landlord's casualty insurance, be repaired at Tenant's sole cost and expense. Additionally, all injury or damage to the Shopping Center caused by Tenant or Tenant's customers, agents, employees, clients or invitees entering the Shopping Center under the express or implied invitation of Tenant shall be repaired, at Tenant's sole cost and expense, to the extent not reimbursed by Landlord's casualty insurance. Tenant shall pay all amounts required herein to Landlord on demand, with interest thereon at 12% per annum from the due date until paid. 14.5 Limitations. Landlord shall not be obligated to repair any Alterations which Tenant may have installed (whether or not Tenant has the right or the obligation to remove the same or is required to leave the same on the Premises as of the expiration or earlier termination of this Lease) unless Tenant, in a manner satisfactory to Landlord, assures payment in full of all costs which may be incurred by Landlord in connection therewith. Landlord shall not be required to insure any Alterations to the Premises (other than building standard tenant improvements), or any fixtures, equipment or other property of Tenant. Tenant shall have the right, at its sole expense, to insure the value of its leasehold improvements, fixtures, equipment or other property located in the Premises, for the purpose of providing funds to Landlord to repair the Premises. Except as otherwise provided in this Lease, any insurance which may be carried by Landlord or Tenant against loss or damage to the Shopping Center or to the Premises shall be for the sole benefit of the party carrying insurance and under its sole control. 14.6 Prorations. If this Lease is terminated pursuant to this Article, all rent shall be apportioned equitably and paid in full by Tenant to Landlord to the date of the casualty, regardless of whether the termination is effective subsequent to the casualty. This provision shall not relieve Tenant from liability to Landlord for damages (including damages arising due to early termination of this Lease) arising out of Tenant's negligence or other tortious conduct. In the event of a fire or other casualty damage not arising out of the negligence or other tortious conduct of Tenant, its customers, agents, employees, clients or invitees which deprives Tenant of the use of all or a portion of the Premises, there shall be a proportionate reduction in the Monthly Payment, as reasonably determined by Landlord, based on the relation which the gross square foot area of space rendered untenantable bears to the square footage of the Premises set forth in Section 1.1. ARTICLE 15 CONDEMNATION exercise of a power of eminent domain "Condemnation occurs with respect to the Shopping Center, or any portion thereof, which would leave the remainder of the Shopping Center unsuitable for use comparable (economically or otherwise) to its use prior to the Condemnation, in Landlord's reasonable judgment, then Landlord may terminate this Lease. (b) If any Condemnation occurs with respect to the entire Premises, or more than 25% thereof (by floor area), or such portion of the Premises as renders the remainder thereof unsuitable for use comparable (economically or otherwise) to its use prior to the Condemnation, in Landlord's reasonable judgment, then Landlord or Tenant may terminate this Lease upon written notice to Tenant within 30 days after the date of the Condemnation. (c) If Landlord determines that the compensation awarded for Condemnation, available for restoration of the Shopping Center or the Premises falls materially below the cost to pay the cost of restoration, or if such award is required to be applied on account of any Mortgage or Underlying Lease, or if Landlord determines that the length of the Lease Term remaining after restoration would make restoration impractical (whether for economic or other reasons), Landlord may terminate this Lease upon written notice to Tenant given within 30 days after the date of the Condemnation. (d) Any termination of this Lease pursuant to this section shall be effective upon the earlier of the date title to or possession of the condemned real estate vests in the condemnor. All rent shall be apportioned equitably and paid in full by Tenant to Landlord to that date of termination. If this Lease is not terminated as set forth herein and the event of a Condemnation deprives Tenant of the use of a portion of the Premises, there shall be a proportionate reduction in the Monthly Payment, as reasonably determined by Landlord. (e) All compensation awarded for any Condemnation of the Shopping Center, the Premises or any portion thereof, shall be the property of Landlord, and Tenant shall have no claim thereto, the same being expressly waived by Tenant. Tenant assigns to Landlord all rights to compensation for damages, if any, sustained by Tenant on any Condemnation, except for a claim relating to Condemnation of equipment, fixtures and /or improvements which Tenant, on expiration of the Lease Term, is entitled to remove, and only so long as a separate award is made by the condemnor to Tenant for such items. (f) If this Lease is not terminated as provided above, Landlord shall make such repairs, if any, as are reasonably necessary to restore the remaining part of the Premises and the Common Area not condemned to tenantable condition. Landlord, in so doing, shall not be required to expend more than the net amount Landlord reasonably expects to be available for restoration of the Premises, unless Tenant agrees to pay the amount of the excess expenditure and before commencement of the restoration, provides Landlord with reasonable security for such payment by Tenant. Restoration, if any, shall begin promptly after Tenant vacates that part of the Premises condemned. The repairs shall be completed with reasonable diligence, subject, however, to delays incident to Force Majeure. Landlord shall advise Tenant promptly of the nature and extent of, and basis for, any limitations on the repairs to be made by Landlord pursuant to this section, and will provide Tenant with such information as will enable Tenant to evaluate the adequacy of contemplated parking, access and other services to be available upon completion of Landlord's repairs. If Tenant reasonably determines that the repairs proposed by Landlord are insufficient to permit Tenant to use the Premises in a manner consistent with their use prior to Condemnation, Tenant may teiiliinate this Lease by notice to Landlord within 30 days after Landlord has provided such information to Tenant. ARTICLE 16 ASSIGNMENT AND SUBLETTING 16.1 By Tenant. (a) Without the prior written consent of Landlord, Tenant shall not (1) assign or in any manner transfer this Lease or any estate or interest therein; (2) permit any assignment .,l �L... T 1...> «.,4;... /Z\ n „3.1 o4 f'4,o D «ow„CI o., n, v111riV j'vv., U111L U11 JUV11 UV LJ VVIL11V UL LU13U1V1U J ./11 V1 VV1140,11 4.✓V11JN11L J11U11 VV VVWU Mill Vl 11V effect. Consent by Landlord to one or more assignments or sublettings shall not operate as a consent to, or a waiver of Landlord's rights with respect to, any subsequent assignments and sublettings. Notwithstanding any assignment or subletting, Tenant and any guarantor of Tenant's obligations under this Lease shall at all times remain fully responsible and liable for the payment of the Monthly Payments and for compliance with all of Tenant's other obligations under this Lease. If an event of default should occur while the Premises or any part thereof is then assigned or sublet, Landlord, in addition to any other remedies herein provided or provided by law, may at its option collect directly from such assignee or sublessee all payments becoming due to Tenant under such assignment or sublease and apply such payments against any sums due to Landlord by Tenant hereunder, and Tenant hereby authorizes and directs any such assignee or sublessee to make such payments directly to Landlord upon receipt of notice from Landlord. No direct collection by Landlord from any such assignee or sublessee (regardless of whether or not such assignee or sublessee shall be deemed to be void and of no effect as stated in the first sentence of this (a)) shall be construed to constitute a novation or release of Tenant or any guarantor of Tenant from the further performance of its obligation hereunder. Receipt by Landlord of payments from any assignee, sublessee or occupant of the Premises shall not be deemed a waiver of the covenants in this Lease against assignment and subletting, or a release of Tenant under this Lease. Notwithstanding the foregoing, Tenant shall have no right whatsoever to sublease all or a portion of the subleased premises unless Tenant charges a market sublease rent for same. (b) Tenant shall not mortgage, pledge or otherwise encumber this Lease or any estate or interest therein or in the Premises. (c) Tenant shall give Landlord at least 60 days' advance written notice of any proposed assignment or subletting, such notice to be accompanied by a copy of the proposed sublease or assignment agreement setting forth all terms of such agreement. If Tenant requests Landlord's consent to an assignment of this Lease or subletting of all or part of the Premises, Tenant will submit in writing to Landlord (i) the name and address of the proposed assignee or subtenant; (ii) the business terms of the proposed assignment or sublease; (iii) reasonably satisfactory information as to the nature and character of the business of the proposed assignee or subtenant, and as to the nature of its proposed use of the space; (iv) banking, financial, or other credit information reasonably sufficient to enable Landlord to determine the financial responsibility and character of the proposed assignee or subtenant; and (v) the proposed faun of assignment or sublease for Landlord's approval. Landlord shall notify Tenant in writing within 15 days after receipt of Tenant's written request as to whether Landlord shall grant Tenant's request for an assignment or subletting. At Landlord's option, Landlord may terminate this Lease in lieu of giving its consent to any proposed assignment of this Lease or subletting of the Premises (which termination may be contingent upon the execution of a new lease with the proposed assignee or subtenant). If Landlord elects to cancel this Lease in whole or in part as of such date, then the Lease Tenn, and the tenancy and occupancy of the Premises by Tenant under this Lease, shall terminate with respect to that portion of the Premises proposed to be so assigned or sublet as if the cancellation date were ending date of the Lease Term, and Tenant shall pay to Landlord all costs or charges which are the responsibility of Tenant hereunder with respect to that portion of the Premises. Thereafter, Landlord may lease the Premises to any person, including the prospective subtenant or assignee, without liability to Tenant. If Landlord does not thus cancel this Lease, the terms and provisions of subparagraph (a) hereof will apply. (d) Without limiting the other instances in which it may be reasonable for Landlord to withhold its consent to an assignment or sublease, Landlord and Tenant acknowledge and agree that it shall be reasonable for Landlord to withhold its consent if the information required by subsection (c) above has not been submitted to Landlord or is otherwise unsatisfactory. It shall also be reasonable for Landlord to withhold its consent if: (i) The proposed transferee fails to satisfy Landlord's then current credit standards for retail tenants of the Shopping Center, and in Landlord's opinion does not have the financial strength, business experience or stability to perform all obligations under this 1a1......vaavauwaa.. V MA. LLIV vaa.,a ...a .Jaau.a u...�va v1 vl3UlaavvU vua aavu via v LVaaClaal.J vi u 111 Jl. class retail building, (4) conflicts with any exclusive rights or covenants not to compete in favor of any other tenant or proposed tenant in the Shopping Center, (5) increases the likelihood of damage or destruction, (6) is likely to cause an increase in insurance premiums for insurance policies applicable to the Shopping Center, and (7) will require new tenant improvements incompatible with then existing Shopping Center systems and components. (iii) Tenant refuses to pay Landlord any increase in the Security Deposit that is required by Landlord based upon its then current leasing guidelines. under this Lease. (iv) At the time of the proposed transfer there is an Event of Default (v) The proposed transferee is a governmental entity and holds no exemption from the payment of ad valorem or other taxes that would prohibit Landlord from collecting from such transferee any amounts otherwise payable under this Lease. (vi) At least 25% or more of the rentable area of the Shopping Center remains unleased to paying tenants. (vii) The transfer results in a division of the Premises or will otherwise have or cause a material adverse impact on Landlord's interests, in the Premises or the Shopping Center. (e) If Landlord consents to a proposed assignment or sublease, Landlord will have the right to approve the form of assignment or sublease, as the case may be, which will provide among other things that Tenant will remain liable under this Lease. Further, if Landlord consents to any subletting or assignment by Tenant as above provided, and subsequently any payments received by Tenant under any such sublease are in excess of the Monthly Payments payable by Tenant under this Lease, or any additional consideration (other than consideration which is directly or indirectly related to the sale of the business) is paid to Tenant by the assignee under any such assignment, then 100% of such excess payments under such sublease or such additional consideration for such assignment shall be due and payable by Tenant to Landlord as Additional Rent. In determining whether payments under any approved sublease exceed the Monthly Payments under this Lease, all amounts paid or payable and received or receivable by Tenant under or in connection with such sublease, including but not limited to commissions and shall be taken into account. (f) In the event Landlord consents to any assignment of this Lease by Tenant as provided herein, Landlord shall have the right, in its sole determination, to increase the Security Deposit required in this Lease. (g) Any sublease will require that the subtenant will comply with all applicable terms and conditions of this Lease. Any assignment will include, without limitation, an assumption by the assignee of all of the terms, covenants and conditions which this Lease requires Tenant to perform. Landlord's consent will not be effective unless and until Tenant delivers to Landlord an original duly executed assignment or sublease, as the case may be, in the form approved by Landlord, and pays Landlord the amounts required herein. In the event of default by any assignee of Tenant or any successor of Tenant in the performance of any of the terms hereof, Landlord may proceed directly against Tenant without the necessity of exhausting remedies against such assignee or successor. No permitted subtenant may assign or encumber its sublease or further sublease all or any portion of its subleased space, or otherwise permit the subleased space or any part of its subleased space to be used or occupied by others, without Landlord's prior written consent in each instance. No permitted assignee (or subtenant) at this Lease may further assign this Lease (or sublet the subleased premises) without Landlord's prior written consent. 1,111141 U1JiJLV V Ul 1„J Vl JUV11 VL11,1 1 ,L1JVl1LLUl, CAI 1L1 ,LUOW1L1U1 111' U11 NU. (i) In addition to reimbursement of expenses as set forth in subsection (h) above, at the time of Tenant's request for Landlord's consent to an assignment of this Lease, or subletting of all or a portion of the Premises, Tenant shall deliver to Landlord a processing fee equal to the greater of: (1) the Minimum Guaranteed Rental for one month, or (2) $1,000.00 (the "Processing Fee The Processing Fee shall be nonrefundable when paid regardless of whether Landlord consents to, or objects to, the proposed assignment or sublease. (j) The transfer of a majority of the issued and outstanding capital stock of any corporate tenant or subtenant of this Lease or a majority of the total interest in any partnership tenant or subtenant, however accomplished, and whether in a single transaction or in a series of related or unrelated transactions, will be deemed an assignment of this Lease or of such sublease requiring Landlord's prior written consent in each instance. For purposes of this Article 16, the transfer of outstanding capital stock of any corporate tenant will not include any sale of such stock by persons (other than those deemed "insiders" within the meaning of the Securities Exchange Act of 1934, as amended) effected through "over- the counter market" or through any recognized stock exchange. (k) If Tenant believes that Landlord has unreasonably withheld its consent pursuant to this Article 16, Tenant's sole remedy will be to seek a declaratory judgment that Landlord has unreasonably withheld its consent or an order of specific performance or mandatory injunction of the Landlord's agreement to give its consent. 16.2 By Landlord. In the event of the transfer and assignment by Landlord of its interest in this Lease and in the Shopping Center containing the Premises to a person expressly assuming Landlord's obligations under this Lease, Landlord shall thereby be released from any further obligations hereunder, and Tenant agrees to look solely to such successor in interest of the Landlord for performance of such obligations. Any security given by Tenant to secure performance of Tenant's obligations hereunder may be assigned and transferred by Landlord to such successor in interest, and Landlord shall thereby be discharged of any further obligation relating thereto. The term "Landlord" shall mean only the owner for the time being of the Shopping Center, and in the event of transfer by such owner of its interest in the Shopping Center, such owner shall thereupon be released and discharged from all covenants and obligations of Landlord thereafter accruing, but such covenants and obligations that arise during any owner's period of ownership shall be binding during the Lease Term upon such new owner; provided, however, that Tenant's failure to disclose any outstanding obligations of Landlord pursuant to any notification required to be made by this Lease to any prospective buyer shall constitute a waiver of Tenant's rights against that prospective buyer and any successors or assigns thereof. Upon such an assignment, Tenant shall retain its rights against the transferor Landlord for obligations arising under this Lease during the period of the transferor Landlord's ownership of the Shopping Center. ARTICLE 17 PROPERTY TAXES 17.1 Tenant's Taxes. Tenant shall be liable for all taxes levied against personal property and trade fixtures placed by Tenant in the Premises. If any such taxes are levied against Landlord or Landlord's property, and if Landlord elects to pay the same or if the assessed value of Landlord's property is increased by inclusion of personal property and trade fixtures placed by Tenant in the Premises and Landlord elects to pay the taxes based on such increase, Tenant shall pay to Landlord, upon demand, that part of such taxes for which Tenant is liable hereunder. 17.2 Tenant's Proportionate Share. Tenant agrees to pay its Proportionate Share of all real property taxes or any tax levied in lieu thereof on or in addition thereof (including but not limited to rental taxes, but excluding taxes on net income of the Shopping Center), or due to the ownership or operation of the Shopping Center, levied, assessed or allocated for any period included in the Lease Term or any extensions thereof (including any special assessments created by formation of a special improvement district or created in any other manner), together with all are estimated to be due and payable for that particular calendar year. Tenant authorizes Landlord to use the funds deposited by Tenant with Landlord under this section, to pay the Taxes levied or assessed against the Shopping Center. Each Tax Escrow Payment shall be due and payable at the same time and in the same manner as the time and manner of the payment of the Minimum Guaranteed Rental as provided herein. The amount of the initial monthly Tax Escrow Payment will be that amount set out in Section 1.1 above. The initial monthly Tax Escrow Payment is based upon Tenant's Proportionate Share of the estimated taxes on the Shopping Center for the calendar year in question, and the monthly Tax Escrow Payment is subject to increase or decrease from time to time as determined by Landlord to reflect an accurate escrow of Tenant's estimated Proportionate Share of the Taxes. The Tax Escrow Payment account of Tenant shall be reconciled annually by Landlord at the same time as the CAM is reconciled. If Tenant's total Tax Escrow Payments are less than Tenant's actual Proportionate Share of the Taxes on the Shopping Center, Tenant shall pay the difference to Landlord within 30 days after receipt of written notice. If the total Tax Escrow Payments of Tenant are more than Tenant's actual Proportionate Share of the Taxes on the Shopping Center, Landlord shall retain such excess and credit it to Tenant's Tax Escrow Payment account; provided, however, no credit shall be applied should Tenant be in default on any of its leasehold obligations hereunder until such default is cured. Tenant's Proportionate Share of the Taxes on the Shopping Center shall be computed by multiplying the Taxes by a fraction, the numerator of which shall be the gross rentable area of the Premises and the denominator of which shall be the gross rentable area of the Shopping Center, times the amount of Taxes to be paid by Landlord for land included in the Shopping Center. Notwithstanding anything to the contrary contained in the Lease, Landlord's failure to provide a reconciliation of Taxes as required by this section shall in no way excuse Tenant from its obligation to pay its Proportionate Share of Taxes or constitute a waiver of Landlord's right to assess and collect for Proportionate Share of Real Estate Taxes from Tenant in accordance with this section. 17.3 Failure to Pay. If Tenant should fail to pay any Taxes, in addition to any other remedies provided herein, Landlord may, if it so elects, pay such Taxes. Any sums so paid by Landlord shall be deemed to be Additional Rent owing by Tenant to Landlord and due and payable, upon demand, as Additional Rent, plus interest at the rate of 12% per annum from the date of payment by Landlord until repaid by Tenant. 17.4 Changes in Taxation. If at any time during the Lease Term, the present method of taxation shall be changed so that in lieu of the whole or any part of any taxes, assessments, levies or charges levied, assessed or imposed on real estate and the improvements thereon, there shall be levied, assessed or imposed on Landlord a capital levy or other tax directly on the rents received therefrom and/or a franchise tax, assessment, levy or charge measured by or based, in whole or in part, upon such rents or the present or any future building or buildings on the Shopping Center, but excluding any tax on Landlord's net income from the Shopping Center, then all such taxes, assessments, levies or charges, or the part thereof so measured or based, shall be deemed to be included within the term "Taxes" for the purposes hereof. In such event, the Taxes allocable to the Shopping Center shall be calculated as though the Shopping Center were the only property owned by Landlord. 17.5 Tax Year. Any payment to be made pursuant to this section with respect to the real estate tax year in which this Lease commences or terminates shall bear the same ratio to the payment which would be required to be made for the full tax year as that part of such tax year covered by the term of this Lease bears to a full tax year. 17.6 Tax Consultant. Landlord shall have the right to employ a tax consulting firm to attempt to assure a fair tax burden on the Shopping Center. Tenant shall pay to Landlord upon demand from time to time, as additional rent, the amount of Tenant's pro rata share as aforesaid of the cost of such service. ARTICLE 18 DEFAULT BY TENANT AND REMEDIES 18.1 Event of Default. The following events shall be deemed to be events of default by (b) Tenant shall be adjudicated insolvent, or shall make an intentional transfer in fraud of creditors, or shall make an assignment for the benefit of creditors. (c) Tenant shall file a petition under any section or chapter of the Federal Bankruptcy Code, as amended, or under any similar law or statute of the United States or any State thereof; or Tenant shall be adjudged bankrupt or insolvent in proceedings filed against Tenant and such judgment shall not be stayed or vacated within 90 days after the entry thereof. (d) A receiver or trustee shall be appointed for the Premises or for all or substantially all of the assets of Tenant. (e) Tenant shall desert or vacate any portion of the Premises. (f) Tenant shall do or permit to be done anything which creates a lien upon the Premises unless such lien is discharged or bonded against to Landlord's reasonable satisfaction within 30 days after Tenant learns of the existence thereof. (g) The business operated by Tenant shall be closed for failure to pay any State sales tax as required. (h) Tenant fails to take possession of the Premises on the Commencement Date of the Term. (i) Tenant purports to assign this Lease, or sublet all or a portion of the Premises, in a manner that violates the provisions of Section 16.1 above. (j) Tenant fails to obtain or maintain the insurance required pursuant to Section 12.2 of this Lease. (k) Tenant shall fail to comply with any other term, provision or covenant of this Lease not specifically referenced in subsection (a) through (j) above, where such failure continued for a period of 10 days after written notice thereof; provided, that if such failure cannot as a practical matter be remedied within such 10 -day period, then no Event of Default shall be deemed to exist if Tenant begins within such 10 -day period to remedy the failure and continues to exercise reasonable diligence in completing such remedy. 18.2 Landlord's Remedies. Upon occurrence of any events of default, by Tenant, Landlord shall have the option to pursue any one or more of the following remedies without any notice or demand whatsoever, except as provided above: (a) Terminate this Lease, in which event Tenant shall immediately surrender the Premises to Landlord, and if Tenant fails to do so, Landlord may, without prejudice to any other remedy which it may have for possession or arrearages in rental, enter upon and take possession of the Premises and expel or remove Tenant and any other person who may be occupying said Premises or any part thereof in accordance with applicable law. (b) Enter upon and take possession of the Premises and expel or remove Tenant and any other person who may be occupying the Premises or any part thereof in accordance with applicable law, with or without having terminated this Lease. Landlord may, if it so elects, relet the Premises on Landlord's terms and receive the rent therefore; and Tenant agrees to pay to Landlord, on demand, any deficiency that may arise by reason of such reletting for the remainder of this Lease term. (c) Enter upon the Premises and do whatever Tenant is obligated to do under the terms of this Lease, and Tenant agrees to reimburse Landlord on demand for any expenses which Landlord may incur in thus effecting compliance with Tenant's obligations under this Lease, plus interest thereon at the lesser of the highest rate permitted by law or eighteen percent (18 per annum. Tenant further agrees that Landlord shall not be liable for any damages (d) For the purpose of computing the amount of Tenant's liability under this shall be liable after termination of Tenant's right to possession shall be the amount Tenant was payment period before such termination. Tenant will also pay a pro rata part of such periodic Percentage Rental based upon the length of time between the previous payment of Percentage ales made since submission of its last previous statement, together with such additional supporting financial records as Landlord may require. The provisions of this section relating to Percentage Rental, if any, payable by Tenant hereunder are included solely for the purpose of providing for the payment of rental in excess of to be measured, ascertained and paid, and shall be cumulative with and not in limitation of all other remedies provided for Landlord herein. 18.3 No Surrender. Exercise by Landlord of any one or more remedies hereunder granted or otherwise available shall not be deemed to be an acceptance of surrender of the Premises by Tenant, whether by agreement or by operation of law, it being understood that such surrender can be effected only by the written agreement of Landlord and Tenant. No such alteration of locks or other security devises and no removal or other exercise of dominion by Landlord over the property of Tenant or others at the Premises shall be deemed unauthorized or constitute a conversion, Tenant hereby consenting, after any event of default, to the aforesaid exercise of dominion over Tenant's property within the Premises. All claims for damages by reason of such re -entry and /or repossession and /or alteration of locks or other security devices in accordance with applicable law are hereby waived. Tenant agrees that any re -entry by Landlord may be pursuant to judgment obtained in forcible detainer proceedings or other legal proceedings as Landlord may elect, and Landlord shall not be liable in trespass or otherwise for proceeding in accordance with applicable law. 18.4 Tenant's Liability. (a) In the event Landlord elects to terminate the Lease by reason of an event of default, then notwithstanding such termination, Tenant shall be liable for and shall pay to Landlord, at the address specified for notice to Landlord herein the sum of all rental and other indebtedness accrued to date of such termination, plus, as damages, an amount equal to the excess, if any, of (1) the total rental (Minimum Guaranteed Rental computed as stated below) plus Tenant's CAM, Insurance Escrow Payment and Tax Escrow Payment hereunder for the remaining portion of the Lease Term (had such term not been terminated by Landlord prior to the date of expiration stated in Section 1.1) discounted to present value at the rate of eight percent per year, over (2) the then present value (again discounted at eight percent per year) of the then fair rental value of the Premises for such period. (b) In the event that Landlord elects to repossess the Premises without terminating this Lease, then Tenant shall be liable for and shall pay to Landlord at the address specified for notice to Landlord herein all rental and other indebtedness accrued to the date of such repossession, plus rental required to be paid by Tenant to Landlord during the remainder of the Lease Term until the date of expiration stated in Section 1.1 diminished by any net sums thereafter received by Landlord through reletting the Premises during said period (after deducting expenses incurred by Landlord as provided in subsection (c) below). In no event shall Tenant be entitled to any excess of any rental obtained by reletting over and above the rental herein reserved. Actions to collect amounts due by Tenant to Landlord as provided in this section may be brought from time to time, on one or more occasions, without the necessity of Landlord's waiting until expiration of the Lease Term. (c) In case of any event of default or breach by Tenant, Tenant shall also be liable for and shall pay to Landlord, at Landlord's Mailing Address, in addition to any sum provided to be paid above, brokers' fees incurred by Landlord in connection with reletting the in enforcing or defending Landlord's rights and /or remedies including reasonable attorneys' fees. 18.5 No Duty to Mitigate. Except as otherwise provided by applicable law, in the event of termination or repossession of the Premises for an event of default, Landlord shall not have any obligation to relet or attempt to relet the Premises, or any portion thereof, or to collect rental after reletting; and in the event of reletting, Landlord may relet the whole or any portion of the Premises for any period, to any tenant, and for any use and purpose. 18.6 Landlord's Self -help Action. If Tenant should fail to make any payment or cure any default hereunder within the time herein permitted, Landlord, without being under any obligation to do so and without thereby waiving such default, may make such payment and /or remedy such other default for the account of Tenant (and enter the Premises for such purpose), and thereupon Tenant shall be obligated to, and hereby agrees to pay Landlord, upon demand, all costs, expenses and disbursements (including reasonable attorneys' fees) incurred by Landlord in taking such remedial action. 18.7 Landlord's Default. In the event of any default by Landlord, Tenant's exclusive remedy shall be an action for actual out of pocket costs for any repairs made. Tenant waives the benefit of any laws granting it a lien upon the property of Landlord or upon rent due Landlord. Notwithstanding the foregoing, prior to any self -help action, Tenant will give Landlord written notice specifying such default with particularity, and Landlord shall thereupon have 30 days after receipt of such notice in which to cure any default; provided, that if such failure cannot as a practical matter be remedied within such 30 -day period, then no event of default shall be deemed to exist if Landlord begins within such 30 -day period to remedy the failure and continues to exercise reasonable diligence in completing such remedy. Unless and until Landlord fails to so cure any default after such notice, Tenant shall not have any remedy or cause of action by reason thereof. All obligations of Landlord hereunder will be construed as covenants, not conditions; and all such obligations will be binding upon Landlord only to the extent they arise during the period of its possession of the Shopping Center and not thereafter. Notwithstanding anything to the contrary contained herein, if Landlord fails to commence the making of repairs within 30 days after such notice, and the failure to repair has materially interfered with Tenant's use of the Premises, Tenant's sole right and remedy for such failure on the part of the Landlord will be to cause such repairs to be made and to charge Landlord the reasonable cost of such repairs. If the repair is necessary to end or avert an emergency, and if Landlord after receiving notice from Tenant of such necessity fails to commence repair as soon as reasonably possible, Tenant may do so at Landlord's cost, without waiting 30 days. 18.8 No Liability. Notwithstanding any other provision hereof, Landlord shall not have any personal liability hereunder. In the event of any breach or default by Landlord in any term or provision of this Lease, or in the event of any other liability of Landlord arising under this Lease, Tenant agrees to look solely to the equity or interest then owned by Landlord in the land and improvements which constitute the Shopping Center, and in no event shall any deficiency judgment of any kind be sought or obtained against Landlord if the equity or interest then owned by Landlord in the land and improvements which constitute the Shopping Center is insufficient to cover any judgment against Landlord. 18.9 Additional Rights. In the event that Landlord shall have taken possession of the Premises pursuant to the authority herein granted, then Landlord shall have the right to keep in place and use all of the furniture, fixtures and equipment of the Premises, including that which is owned by or leased to Tenant at all times prior to any foreclosure thereon by Landlord or repossession thereof by any lessor thereof or third party having a lien thereon. Landlord shall also have the right to remove from the Premises, provided a court of competent jurisdiction has authorized such removal, all or any portion of such furniture, fixtures, equipment and other property located thereon and place same in storage at any premises within the County in which the Premises are located; and in such event, Tenant shall be liable to Landlord for costs incurred by Landlord in connection with such removal and storage. Landlord shall also have the right to relinquish possession of all or any portion of such furniture, fixtures, equipment and other Tenant's predecessor's signature thereon and without the necessity of Landlord's making any nature of investigation or inquiry as to the validity of the factual or legal basis upon which Claimant purports to act; and Tenant agrees to indemnify and hold Landlord harmless from all cost, expense, loss, damage and liability incident to Landlord's relinquishment of possession of all or any portion of such furniture, fixtures, equipment or other property to Claimant. The rights of Landlord herein stated shall be in addition to any and all other rights herein granted Landlord are commercially reasonable. 18.10 Injunctive Relief; Cumulative Remedies. In the event of any breach or threatened breach by Tenant of any of the terms contained in this Lease, Landlord shall be entitled to enjoin such breach or threatened breach. Any suit or suits for the recovery of the amounts and damages set forth in this Article 18 may be brought by Landlord, from time to time, at Landlord's election, and nothing in this Lease will be deemed to require Landlord to await the date upon which this Lease or the Term would have expired had there occurred no Event of Default. Each right and remedy provided for in this Lease is cumulative and is in addition to every other right or remedy provided for in this Lease or now or after the Date existing at law or in equity or by statute or otherwise, and the exercise or beginning of the exercise by Landlord of any one or more of the rights or remedies provided for in this Lease or now or after the Date existing at law or in equity or by statute or otherwise will not preclude the simultaneous or later exercise by Landlord of any or all other rights or remedies provided for in this Lease or now or after the Date existing at law or in equity or by statute or otherwise. All costs incurred by Landlord in collecting any amounts and damages owing by Tenant pursuant to the provisions of this Lease or to enforce any provision of this Lease, including reasonable attorneys' fees from the date any such matter is turned over to an attorney, whether or not one or more actions are commenced by Landlord, will also be recoverable by Landlord from Tenant. ARTICLE 19 SECURITY DEPOSIT; LANDLORD'S LIEN; MECHANICS LIENS 19.1 Security Deposit. Upon receipt from Tenant of the sum Security Deposit, such sum shall be held by Landlord without interest as security for the performance by Tenant of Tenant's covenants and obligations under this Lease, it being expressly understood that such deposit is not an advance payment of rental or a measure of Landlord's damages in case of default by Tenant. The Security Deposit shall be held by Landlord without payment of interest, as security for the faithful performance by Tenant of all of the terms, covenants and conditions of this Lease by said Tenant to be kept and performed during the Lease Term. If at any time during the Lease Teem any of the rental herein reserved shall be overdue and unpaid, or any other sum payable by Tenant to Landlord hereunder shall be overdue and unpaid then Landlord may, at the option of Landlord (but Landlord shall not be required to), appropriate and apply any portion of the Security Deposit to the payment of any such overdue rental or other sum. In the event of the failure of Tenant to keep and perform any of the terms, covenants and conditions of this Lease to be kept and performed by Tenant, then Landlord, at its option, may appropriate and apply the Security Deposit, or so much thereof as may be necessary to compensate Landlord for loss or damage sustained or suffered by Landlord due to such breach on the part of Tenant. Should the Security Deposit, or any portion thereof be appropriated and applied by Landlord for the payment of overdue rental or other sums due and payable to Landlord by Tenant hereunder, then Tenant shall, upon the written demand of Landlord, forthwith remit to Landlord a sufficient amount in cash to restore the Security Deposit to the original sum deposited, and Tenant's failure to do so within five days after receipt of such demand shall constitute a default under this Lease. Should Tenant comply with all of the terms, covenants and conditions of this Lease and promptly pay all of the rental herein provided for as it falls due and all other sums payable by Tenant to Landlord hereunder, the Security Deposit shall be returned in full to Tenant within 60 days after the expiration or earlier termination of this Lease. Landlord may deliver the Security Deposit hereunder by Tenant to a purchaser of Landlord's interest in the Premises, in the event that such interest is sold and thereupon Landlord shall be discharged from any further liability with respect to such deposit. 19.2 Landlord's Lien. Landlord shall have a Landlord's statutory lien, and in addition property from the Premises until all of Tenant's obligations under this Lease have been satisfied in full. Upon the occurrence of an event of default by Tenant as set forth in this Lease, Landlord may, to the extent permitted by applicable law, in addition to any other remedies provided herein enter upon the Premises and take possession of any and all goods, wares, equipment, fixtures, furniture, improvements and other personal property of Tenant situated on the Premises, without liability for trespass or conversion, and sell the same at public or private sale, with or without having such property at the sale, after giving Tenant reasonable notice of the time and place of any public sale or the time after which any private sale is to be made; and at any such sale the Landlord or its assigns may purchase any of Tenant's personal property unless prohibited by law. The proceeds of any such disposition, less any and all expenses connected with the taking of possession, holding and selling of the property (including attorneys' fees and other expenses), shall be applied as a credit against the indebtedness secured by the security interest granted in this section. Any surplus shall be paid to Tenant or as otherwise required by law and Tenant shall pay any deficiencies forthwith to Landlord. Upon request by Landlord, Tenant agrees to execute and deliver to Landlord a financing statement in form sufficient to perfect the security interest of Landlord in the aforementioned property and proceeds thereof under the relevant provisions of the Uniform Commercial Code, as adopted by the jurisdiction in which the Premises are situated. Upon request by Landlord, Tenant shall provide the name and address of any entity that has, or claims to have, an interest (including, without limitation, a security interest in any property located on the Premises and a description of such property). Failure to provide such a list shall result in a presumption that all property located in the Premises belongs to Tenant free from all claims. Without intending to execute any other manner of giving Tenant any required notice, any requirement of reasonable notice to Tenant of Landlord's intention to dispose of any collateral pursuant to the enforcement of said security interest shall be made if such notice is given in the manner prescribed by this Lease for notices. 19.3 Mechanics Liens. Tenant will pay or cause to be paid all costs and charges for work: (a) done by Tenant or caused to be done by Tenant, in or to the Premises, and (b) for all materials furnished for or in connection with such work. Tenant will indemnify Landlord against and hold Landlord, the Premises and the Shopping Center free, clear and harmless of and from all mechanics' liens and claims of liens, and all other liabilities, liens, claims and demands on account of such work by or on behalf of Tenant. If any such lien, at any time, is filed against the Premises, or any part of the Shopping Center, Tenant will cause such lien to be discharged of record within 10 days after the filing of such lien, except that if Tenant desires to contest such lien, it will furnish Landlord, within such 10 -day period, security reasonably satisfactory to Landlord of at least 150% of the amount of the claim, plus estimated costs and interest or comply with such statutory procedures as may be available to release the lien. If a final judgment establishing the validity or existence of a lien for any amount is entered, Tenant will pay and satisfy the same at once. If Tenant fails to pay any charge for which a mechanics' lien has been filed, and has not given Landlord security as described above, or has not complied with such statutory procedures as may be available to release the lien, Landlord may, at its option, pay such charge and related costs and interest, and the amount so paid, together with reasonable attorneys' fees incurred in connection with such lien, (plus 15% of such charge and related costs and interest for Landlord's overhead and related expenses) will be immediately due from Tenant to Landlord as Additional Rent. Nothing contained in this Lease will be deemed the consent or agreement of Landlord to subject Landlord's interest in the Shopping Center to liability under any mechanics' or other lien law. If Tenant receives written notice that a lien has been or is about to be filed against the Premises or the Shopping Center or any action affecting title to the Shopping Center has been commenced on account of work done by or for or materials furnished to or for Tenant, it will immediately give Landlord written notice of such notice. At least 15 days prior to the commencement of any work (including, but not limited to, any maintenance, repairs, alterations, additions, improvements or installations) in or to the Premises, by or for Tenant, Tenant will give Landlord written notice of the proposed work and the names and addresses of the persons supplying labor and materials for the proposed work and shall require any such person to execute and deliver to Landlord a written waiver of construction lien rights waiving any claim of any construction lien against the Premises or the Shopping Center on rt,,,,.,1....,,. �11. 1a1,e-,r rsr ,,,a+, rial T arlAlnrA will nnet nntirpe of nnn- ARTICLE 20 HOLDING OVER 20.1 Holdover. Tenant will, at the expiration of this Lease, whether by lapse of time or termination, give up immediate possession to Landlord. If Tenant fails to give up possession Landlord may, at its option, serve written notice upon Tenant that such holdover constitutes any one of the following: (a) renewal of this Lease for one year, and from year to year thereafter, or (b) creation of a month -to -month tenancy, or (c) creation of a tenancy at sufferance. If Landlord does not give said notice, Tenant's holdover shall create a tenancy at sufferance. In any such event the tenancy shall be upon the terms and conditions of this Lease, except that the monthly rent shall be 200% of the last Minimum Guaranteed Rental due under this Lease immediately prior to termination (in the case of tenancy at sufferance such Minimum Guaranteed Rental shall be prorated for each day Tenant remains in possession); excepting further that in the case of a tenancy at sufferance, no notices shall be required prior to commencement of any legal action to gain repossession of the Premises. In the case of a tenancy at sufferance, Tenant shall also pay to Landlord all damages (including consequential damages) sustained by Landlord resulting from retention of possession by Tenant. The provisions of this paragraph shall not constitute a waiver by Landlord of any right of re -entry as otherwise available to Landlord; nor shall receipt of any rent or any other act in apparent affirmance of the tenancy operate as a waiver of the right to terminate this Lease for a breach by Tenant hereof. 21.1 Subordination. ARTICLE 21 SUBORDINATION (a) This Lease and all rights of Tenant hereunder are subject and subordinate to any first deed of trust, first mortgage or other first instrument of security (a "Mortgage and at Landlord's option, this Lease and all rights of Tenant hereunder are subject and subordinate to any junior deed of trust, junior mortgage or other junior instrument of security, as well as to any ground lease or primary lease (an "Underlying Lease that now or thereafter covers all or any part of the Shopping Center, the land, or any interest of Landlord therein, and to any and all advances made on the security thereof and to any and all increase, renewals, modifications, consolidations, replacements and extensions of such Mortgage or Underlying Lease. This provision is self operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, upon demand, execute, acknowledge and deliver to Landlord or to the holder "Holder of any Mortgage, or lessor "Lessor in any Underlying Lease, all instruments and certificates that in the judgment of Landlord, Holder or Lessor may be necessary or desirable to confirm or evidence such subordination. Not in limitation of the generality of the foregoing, Tenant agrees that any Holder shall have the right at any time to subordinate any Mortgage to this Lease on such terms and subject to such conditions as such Holder may deem appropriate in its sole discretion. Tenant further covenants and agrees upon demand by Holder or Lessor at any time, before or after the institution of any proceedings for foreclosure or sale pursuant to any Mortgage, or termination of any Underlying Lease, to attorn to the purchaser upon such foreclosure or sale or to Lessor upon such termination, and to recognize such purchaser or Lessor as Landlord under this Lease. The agreement of Tenant to attorn contained in the immediately preceding sentence shall survive any such foreclosure, sale or termination. Tenant, upon demand, before or after any such foreclosure, sale or termination, shall execute, acknowledge and deliver to Holder or Lessor any and all instruments that in the judgment of Holder or Lessor may be necessary or desirable to confirm or evidence such attornment and Tenant hereby irrevocably authorizes Holder or Lessor to execute, acknowledge and deliver any such instruments on Tenant's behalf. (b) If Landlord shall be or is alleged to be in default of any of its obligations owing to Tenant under this Lease, Tenant agrees to give to Holder and Lessor a copy of any written notice (by registered or certified mail or by delivery service) of any such default which Tenant shall have served upon Landlord, provided that prior thereto Tenant has been notified in writing (by way of notice of assignment of rents and /or leases, or otherwise) of the name and Vl LV33V1 3110.11 lla V all MAW. JV UQy3 `111NQ3 U1%. L 11 V111 111U 1QLli1 V L11%, UQLI/ V11 VV111U11 L11U default should have been cured by Landlord, or the date of Holder's or Lessor's receipt of such notice from Tenant), provided that if such default cannot be cured within such 30 -day period and Holder or Lessor is diligently pursuing the remedies necessary to effectuate the cure (including, but not limited to, foreclosure or tetiitination proceedings, if appropriate) such cure period shall be extended to allow the cure to be completed. ARTICLE 22 EFFECT OF SALE; MARKETING FUND 22.1 Sale. A sale, conveyance or assignment of landlord's interest in the Shopping Center will operate to release Landlord from liability from and after the effective date of such sale, conveyance or assignment upon all of the covenants, terms and conditions of this Lease, express or implied, except those liabilities which arose prior to such effective date, and, after the effective date of such sale, conveyance or assignment, tenant will look solely to landlord's successor -in- interest in and to this Lease. This Lease will not be affected by any such sale, conveyance or assignment, and tenant will attorn to Landlord's successor -in- interest to this Lease, so long as such successor -in- interest assumes Landlord's obligations under the lease from and after such effective date. 22.2 Marketing Fund. Landlord, at its option, may establish a marketing fund "Marketing Fund to furnish and maintain professional advertisi which will be intended to benefit all tenants of the Shopping Center. Tenant agrees to contribute toward the Marketing Fund an amount of money equal to that specified in Section 1.1 per Rental is due. All the monies received under this section shall be used for the purpose of Marketing Fund will be increased at the beginning of each calendar year of the Lease Term hereof by 7 ARTICLE 23 NOTICES 23.1 Notice. Wherever any notice is required or permitted hereunder, such notices shall be in writing. Any notice or document required or permitted to be delivered hereunder shall be addressed to the relevant party hereto at the respective address set out in Section 1.1 above, or at such address as that party may have hereafter specified by written notice. Any such notice may be sent by: (a) personal or messenger delivery, (b) U.S. Postal Service certified mail, return receipt requested, or (c) nationally recognized overnight courier. Any such notice shall be deemed delivered upon receipt, refusal of receipt, or return on account of the relevant party no longer being located at the relevant address. 23.2 Parties. If and when included within the term "Landlord" as used in this instrument there are more than one person, firm or corporation, all shall jointly arrange among themselves for their joint execution of such notice specifying some individual at some specific address for the receipt of notices and payments to Landlord. If and when included within the term "Tenant" as used in this instrument there are more than one person, firm or corporation, all shall jointly arrange among themselves for their joint execution of such a notice specifying some individual at some specific address for the receipt of notices and payments to Tenant. All parties included with terms "Landlord" and "Tenant," respectively, shall be bound by notices and payments given in accordance with the provisions of this Article to the same effect as if each had received such notice or payment. ARTICLE 24 LATE CHARGES 24.1 Late Charges. In the event Tenant fails to pay Landlord, within 5 days of the due date, any installment of rental or other sum to be paid to Landlord which may become due hereunder, Tenant will pay Landlord on demand a late charge of 10% of the past due amount, but in no event less than $100.00 "Late Charge Tenant agrees that in the event of any such late payment by Tenant, the damages resulting to Landlord will be difficult to ascertain precisely, and 24.2 Interest. In addition to the Late Charge, Tenant agrees to pay Landlord interest in the amount of 18% of any installment of the Monthly Payment not paid when due, but in no event more than the interest charge allowed by law. This provision for Late Charges and any interest charge shall be in addition to all other rights and remedies available to Landlord hereunder or at law or in equity and shall not be construed as liquidated damages or limiting Landlord's remedies in any manner. ARTICLE 25 RADIUS RESTRICTION 25.1 Radius Restriction. Tenant shall ensure that no other business of a type similar to that authorized hereunder for the Premises "Similar Business shall be operated within a three mile radius of the Premises by Tenant, its owners, directors or shareholders. If Tenant, its owners, directors or shareholders operates a Similar Business in violation of this section, such action shall be an event of default. ARTICLE 26 HAZARDOUS MATERIALS 26.1 Definitions. The term "Hazardous Substances" as used in this Lease, shall include, without limitation, flammables, explosives, radioactive materials, asbestos, polychlorinated biphenyls (PCBs), chemicals known to cause cancer or reproductive toxicity, pollutants, contaminants, hazardous wastes, toxic substances or related materials, petroleum and petroleum products, and substances declared to be hazardous or toxic under any law or regulation now or hereafter enacted or promulgated by any governmental authority. 26.2 Tenant's Restrictions. Tenant shall not cause or permit to occur: (a) Any violation of any federal, state, or local law, ordinance, or regulation now or hereafter enacted, related to environmental conditions on, under, or about the Premises, or arising from Tenant's use or occupancy of the Premises, including, but not limited to, soil and ground water conditions; or (b) The use, generation, release, manufacture, refining, production, processing, storage, or disposal of any Hazardous Substance on, under, or about the Premises, or the transportation to or from the Premises of any Hazardous Substance. 26.3 Environmental Clean up. (a) Tenant shall comply with all laws regulating the use, generation, storage, transportation, or disposal of Hazardous Substances. (b) Tenant shall, make all submissions to, provide all information required by, and comply with all requirements of all governmental authorities "Authority concerning Hazardous Substances in, on or about the Premises. (c) Should any Authority demand that a cleanup plan be prepared and that a cleanup be undertaken because of any deposit, spill, discharge, or other release of Hazardous Substances that occurs during the Lease Term, at or from the Premises, or which arises at any time from Tenant's use or occupancy of the Premises, then Tenant shall, provided the deposit, spill, discharge, or release was caused by Tenant or anyone under Tenant's control, and at Tenant's own expense, prepare and submit the required plans and all related bonds and other financial assurances; and shall promptly carry out all such cleanup plans. (d) Tenant shall, where appropriate, promptly provide all information regarding the use, generation, storage, transportation, or disposal of Hazardous Substances that is requested by Landlord. If Tenant fails to fulfill any duty imposed under this section within a reasonable time, Landlord may do so; and in such case, Tenant shall cooperate with Landlord in order to prepare all documents Landlord deems necessary or appropriate to determine the applicability of the laws to the Premises and Tenant's use thereof, and for compliance therewith, 26.4 Tenant's Indemnity. Tenant shall indemnify, defend, and hold harmless Landlord, the manager of the property, and their respective officers, directors, beneficiaries, shareholders, partners, agents, and employees from all fines, suits, procedures, claims, and actions of every kind, and all costs associated therewith (including attorneys' and consultants' fees) arising out of or in any way connected with any use, generation, storage, deposit, spill, discharge, or other release of Hazardous Substances that occurs during the Lease Term, at or from the Premises, or which arises at any time from Tenant's use or occupancy of the Premises or the use of occupancy of the Premises, by Tenant's agents, employees, affiliates, customers, clients or invitees, or from Tenant's failure to provide all information, make all submissions, and take all steps required by all Authorities under all environmental laws and regulations. 26.5 Survival. Tenant's obligations and liabilities under this Article shall survive the expiration of this Lease. ARTICLE 27 MISCELLANEOUS 27.1 Joint Venture. Nothing herein contained shall be deemed or construed by the parties hereto, nor by any third party, as creating the relationship of principal and agent or of partnership or of joint venture between parties hereof, it being understood and agreed that neither the method of computation of rental nor any other provisions contained herein, nor any acts of the parties hereto, shall be deemed to create any relationship between the parties hereto other than the relationship of Landlord and Tenant. Whenever herein the singular number is used, the same shall include the plural, and words of any gender shall include each other gender. 27.2 Captions. The captions used herein are for convenience only and do not limit or amplify the provisions hereof. 27.3 No Waiver. One or more waivers of any covenant, term or condition of this Lease by either party shall not be construed as a waiver of a subsequent breach of the same covenant, term or condition. The consent or approval by either party to or of any act by the other party requiring such consent or approval shall not be deemed to waive or render unnecessary consent to or approval of any subsequent similar act. Tenant agrees to furnish to Landlord from time to time (but no less than once annually) a balance sheet showing the then current net worth of Tenant together with a profit and loss statement for Tenant's most recently completed fiscal year. Such statements shall be certified by an independent certified public accountant and prepared in accordance with generally accepted accounting principles. In the event that Tenant is a subsidiary comprising only the operations conducted at the Premises, Tenant shall also provide such statements from the parent company or larger business of which Tenant is a part. In the event that Tenant is an individual, the financial statements must include the operations conducted at the Premises as well as all other business activities. 27.4 Holder Notice. At any time when there is outstanding a mortgage, deed of trust or similar security instrument covering Landlord's interest in the Premises of whose name and address Tenant has been notified in writing, Tenant may not exercise any remedies for default by Landlord hereunder unless and until the holder of the indebtedness secured by such mortgage, deed of trust or similar security instrument shall have received written notice of such default and a reasonable time for curing such default shall thereafter have elapsed. 27.5 Quiet Enjoyment. Landlord agrees that if Tenant shall perform all of the covenants and agreements herein required to be performed by Tenant, Tenant shall, subject to the terms of this Lease, at all times during the continuance of this Lease, have the peaceable and quiet enjoyment and possession of the Premises. 27.6 Entire Agreement. This Lease and the exhibits attached hereto contain the entire agreement between the parties, and no agreement shall be effective to change, modify or terminate this Lease in whole or in part unless such agreement is in writing and duly signed by the party against whom enforcement of such change, modification or termination is sought. 1 iG11113w 1.+Al.G1IL LUG 1J1vncl 11a111cu 111 LJCt. 1.1. La11Uiu111 will pay ally 1ccJ U1 t ivt11111IJJ1vt1J due to the Broker. 27.8 Estoppel. Tenant agrees that at any time, and from time to time during the Lease Term within 10 days after request by Landlord hereto, Tenant will execute, acknowledge and deliver to Landlord or to any prospective purchaser, assignee or mortgagee designated by Landlord, an estoppel certificate in a form acceptable to Landlord. Failure by Tenant to timely execute and deliver such estoppel certificate or other instruments shall constitute an acceptance of the Premises and an acknowledgement by Tenant that statements in the estoppel certificate are true and correct, without exception. 27.9 Governing Law. The laws of the State of Colorado shall govern the interpretation, validity, performance and enforcement of this Lease. If any provision of this Lease should be held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Lease shall not be affected thereby. 27.10 Binding. The terms, provisions and covenants contained in this Lease shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, successors in interest and legal representatives except as otherwise herein expressly provided. 27.11 Effectiveness. The submission of this Lease for examination and negotiation does not constitute an offer to lease, or a reservation of, or option for, the Premises, and this Lease shall become effective and binding only upon the execution and delivery hereof by both Landlord and Tenant. All negotiations, considerations, representations, and understandings between Landlord and Tenant are incorporated herein and may be modified or altered only by agreement in writing between Landlord and Tenant, and no act or omission of any employee or agent of Landlord of Tenant shall alter, change or modify any of the provisions hereof. 27.12 Attorneys' Fees and Jury Trial. In the event of any litigation or arbitration between the parties relating to this Lease, the Premises or the Shopping Center (including pretrial, trial, appellate, administrative, bankruptcy or insolvency proceedings), the prevailing party shall be awarded, as part of the judgment or settlement, all attorneys' fees, costs and expenses incurred in connection with such litigation, except as may be limited by applicable law. In any situation where a default by Tenant occurs and is resolved without litigation, Tenant shall also pay all of Landlord's costs and attorneys' fees relating thereto. In the interest of obtaining a speedier and less costly hearing of any dispute, the parties hereby each irrevocably waive the right to trial by jury. 27.13 Financial Statements. Within 10 days after Landlord's request, Tenant will furnish Tenant's most recent audited financial statements (including any notes to them) to Landlord, or, if no such audited statements have been prepared, such other financial statements (and notes to them) as may have been prepared by an independent certified public accountant, or, failing those, Tenant's internally prepared financial statements. Tenant will discuss its financial statements with Landlord and will give Landlord access to Tenant's books and records in order to enable Landlord to verify the financial statements. Landlord will not disclose any aspect of Tenant's financial statements which Tenant designates to Landlord as confidential except (a) to Landlord's lenders or prospective purchasers of the Premises, (b) in litigation between Landlord and Tenant, and (c) if required by court order. Tenant agrees to furnish to Landlord from time to time (but no less than once annually) a balance sheet showing the then current net worth of Tenant together with a profit and loss statement for Tenant's most recently completed fiscal year. Such statements shall be certified by an independent certified public accountant and prepared in accordance with generally accepted accounting principles. In the event that Tenant is a subsidiary comprising only the operations conducted at the Premises, Tenant shall also provide such statements from the parent company or larger business of which Tenant is a part. In the event that Tenant is an individual, the financial statements must include the operations conducted at the Premises as well as all other business activities. 27.14 Landlord's Fees. Whenever Tenant requests Landlord to take any action or give La11UlU1U S UG11vciy 10 1 G11i H1 01 it SLWC111G111 U1 SUGll L:USLS. 1 Gilaiii Will VC 10 lilatww such reimbursement without regard to whether Landlord consents to any such proposed action. 27.15 Force Majeure. Landlord will have no liability to Tenant, nor will Tenant have any right to terminate this Lease or abate Monthly Payment or assert a claim of partial or total actual or constructive eviction, because of Landlord's failure to perform any of its obligations in this Lease if the failure is due in part or in full to reasons beyond Landlord's reasonable control, including without limitation, strikes or other labor difficulties, inability to obtain necessary governmental permits and approvals (including building permits or certificates of occupancy), war, riot, civil insurrection, accidents, acts of God and governmental preemption in connection with a national emergency (collectively referred to as "Force Majeure"). 27.16 Counsel Review. Landlord and Tenant acknowledge that each of them and their counsel have had an opportunity to review this Lease and that this Lease will not be construed against Landlord merely because Landlord has prepared it. 27.17 Severability. If any provision of this Lease shall be determined to be invalid or unenforceable by a court of competent jurisdiction, such determination shall in no way affect, impair or invalidate any other provision of this Lease, and all other provisions hereof shall remain in full force and effect. 27.18 Authority. Each of the parties executing this Lease on behalf of Tenant or Landlord represents to the other party that such party is authorized to do so by requisite action of the party to this Lease. 27.19 Rules and Regulations. Tenant and its employees, agents, licensees and visitors will at all times observe faithfully, and comply strictly with, the rules and regulations set forth on Exhibit D attached hereto. Landlord may from time to time reasonably amend, delete or modify existing rules and regulations, or adopt reasonable new rules and regulations for the use, safety, cleanliness and care of the Premises and the Shopping Center, and for the comfort, quiet and convenience of occupants of the Shopping Center. Modifications or additions to the rules and regulations will be effective upon 30 days' prior written notice to Tenant from Landlord. In the event of any breach of any rules or regulations or any amendments or additions to such rules and regulations, Landlord will have all remedies which this Lease provides for default by Tenant, and will, in addition, have any remedies available at law or in equity, including the right to enjoin any breach of such rules and regulations. Landlord will not be liable to Tenant for violation of such rules and regulations by any other tenant, its employees, agents, visitors or licensees or any other person. In the event of any conflict between the provisions of this Lease and the rules and regulations, the provisions of this Lease will govern. 27.20 Tax Credits. Landlord is entitled to claim all tax credits and depreciation attributable to leasehold improvements in the Premises. Promptly after Landlord's demand, Landlord and Tenant will prepare a detailed list of the leasehold improvements and fixtures and their respective costs for which Landlord or Tenant has paid. Landlord will be entitled to all credits and depreciation for those items for which Landlord has paid by means of any tenant finish allowance or otherwise. Tenant will be entitled to any tax credits and depreciation for all items for which Tenant has paid with funds not provided by Landlord. 27.21 Shopping Center Occupancy. Tenant in executing this Lease does not rely upon the fact, nor does Landlord represent, that any specific tenant or number of tenants shall occupy any Shopping Center space during the term of this Lease. 27.22 Guarantor. This Lease shall not be effective unless the persons, if any, listed in Section 1.1(t) hereof shall execute the Guaranty attached as Exhibit E of this Lease. ARTICLE 28 OPTION TO RENEW Se moll. (a) Tenant must exercise the option with respect to the Renewal Term, if at all, by giving notice of exercise "Tenant's Notice to Landlord on or before the date that is not greater than 270 days prior to the then applicable Expiration Date and not less than 180 days prior to the then applicable Expiration Date. Tenant will have no right to renew the Lease Term if Tenant's Notice is not timely delivered, or if Tenant is in default under this Lease at the time Tenant's Notice is delivered or on the then applicable Expiration Date. (b) (1) The Renewal Term will be on the same terms and conditions as this Lease, except the Minimum Guaranteed Rental, which shall be the fair market rental value at the time of Tenant's Notice, but in no event less than 105% of the last Minimum Guaranteed Rental payable during the Lease Term. Landlord and Tenant will have 30 days after Landlord receives Tenant's Notice within which to agree on the fair market rental value of the Premises, (as defined in subparagraph (b)(3) below) and rental increases to the Minimum Guaranteed Rental for the Renewal Term. (2) If Landlord and Tenant are unable to agree on the initial Minimum Guaranteed Rental and rental increases for the applicable Renewal Term within 30 days following Tenant's Notice, Landlord and Tenant will each appoint a real estate broker with at least five years' full -time commercial leasing experience in the metropolitan area where the Premises are located to determine the fair market rental value for the Premises. If either Landlord or Tenant does not appoint a broker within 10 days after the other has given notice of the name of its broker, the single broker appointed will be the sole broker and will set the fair market rental value for the Premises. If two brokers are appointed pursuant to this paragraph, they will meet promptly and attempt to set the fair market rental value for the Premises. If they are unable to agree within 30 days after the second broker has been appointed, they will attempt to elect a third broker, meeting the qualifications stated in this paragraph, within 10 days after the last day the two brokers are given to set the fair market rental value of the Premises. If they are unable to agree on a third broker, either Landlord or Tenant, by giving 10 days' prior notice to the other, can apply to the then presiding president of the local Board of Realtors for the selection of a third broker who meets the qualifications stated in this paragraph. Landlord and Tenant will each bear one -half of the cost of appointing the third broker and of paying the third broker's fee. The third broker, however selected, must be a person who has not previously acted in any capacity for either Landlord or Tenant. Within 30 days after selection of the third broker, a majority of the brokers will set the fair market rental value for the Premises. If a majority of the brokers are unable to set the fair market rental value for the Premises within 30 days after selection of the third broker, the two closest market rate determinations will be averaged and that average will be the fair market rental value for the Premises. (3) The "fair market rental value of the Premises" means what a landlord under no compulsion to lease the Premises and a tenant under no compulsion to lease the Premises would determine as rent (including initial Minimum Guaranteed Rental and rental increases, market tenant finish allowance and other concessions) for the Renewal Term as of the time of Tenant's Notice, taking into consideration the uses permitted under this Lease; the quality, size, design, and location of the Premises; and the rent for comparable buildings located in the vicinity of the Premises. By: Name: Title: LANDLORD: Winter Boat L.C. TENANT: Los Nopales (The Cactus) By: Nanf a ey- .0 2 2 77 Title: Ow y,7 C Name: irGiee) c C Title: Co Date: ty e 0 Site rian Parcel II and III, County of Grand, State of Colorado. Livia ui LID. U11JJ1}/1116 d1Lci A RESUBDIVISION OF TRACTS "A" AND "B" OF A RESUBDIVISION OF PARCEL "C" OF FOREST MEADOWS SOLAR COMMUNITY, according to the Plat thereof filed November 17, 1983, at Reception No. 209971. 1 1 U V 1JiU11J 1 1.U11JL1 UGL1U11 W. a r 1 G V Gl.Up1GU r 1 G1111JG5 Relating to the terms of this provision, Tenant is taking possession of the Premises "as is." Tenant hereby acknowledges that Landlord has made no claims or warranties, express or implied, regarding the suitability or condition of the Premises, nor shall Tenant hold Landlord responsible or liable for any improvements or repairs other than those required under the Lease. 1 \U1GJ aiiU 1 \G�'U10.11V11J THESE RULES AND REGULATIONS (the "Rules have been established by Winter Boat, L.L.C., as Landlord under the retail leases relating to Fraser Valley Shopping Center (the "Leases Under the terms of the Leases, the Landlord is authorized to establish these Rules and such additional rules and regulations as are necessary or advisable in its judgment for the proper and efficient operation and maintenance of the buildings and common areas which make up the Fraser Valley Shopping Center (such buildings and common areas are herein collectively referred to as the "Shopping Center These Rules may be changed, altered or amended by Landlord at any time in its sole discretion. 1. Outside Sales and Storage. No tenant may display, sell merchandise, allow carts, portable signs, devices or any other objects to be stored or to remain outside the defined exterior walls or roof and permanent doorways of the Shopping Center, or in hallways. 2. Antenna and Aerials. No aerial, antenna or satellite dish shall be erected on the roof or exterior walls of the Shopping Center without first obtaining, in each instance, the written consent of Landlord. Any aerial, antenna or satellite dish so installed without such written consent shall be subject to removal without notice at any time. 3. Parking Lot Solicitation. In addition, no Tenant may solicit in any manner in any of the automobile parking and sidewalk areas of the Shopping Center. 4. Deliveries. Each Tenant shall use its best efforts to complete, or cause to be completed, all deliveries, loading, unloading and services to the Premises prior to 10:00 a.m. of each day. Each Tenant shall attempt to cause no delivery trucks or other vehicles servicing the Shopping Center to park or stand in front of the Shopping Center from 10:00 a.m. to 9:00 p.m. of each day. 5. Vending Machines. No Tenant shall, without prior written consent of Landlord, sell merchandise from vending machines or allow any coin operated vending or gaming machines on the Premises. Landlord hereby grants Tenant permission to install one soda vending machine and one candy vending machine on the Premises. 6. Validated Parking. Landlord may, if in its opinion the same be advisable, establish a system or systems of validation or other type operation, including a system of charges against non- validated parking checks of users, and the Tenant must abide by all such rules and regulations in its use and the use of its customers and patrons with respect to said automobile parking area; provided, however, that all such rules and regulations and such types of operation or validation of parking checks and other matters affecting the customers and patrons of the Tenant shall apply equally and without discrimination to all persons entitled to the use of said automobile parking facilities. 7. Control of Common Areas. Landlord shall at all times have the sole and exclusive control of the Common Areas, and may at any time and from time to time during the term hereof exclude and restrain any person from use or occupancy thereof, excepting, however, bona fide customers, patrons and service- suppliers of Tenants who make use of Common Areas in accordance with these Rules. It shall be the duty of each Tenant to keep all Common Areas free and clear of any obstructions created or permitted by such Tenant or resulting from such Tenant's operation. Any cost to keep all Common Areas free and clean incurred by Landlord as a result of Tenant's operation will be billed back to said Tenant. 8. Prohibited Advertising. No Tenant shall affix or maintain upon the glass panes and supports of the show windows (and within 12 inches of any window), doors and the exterior walls of its Premises, any signs, advertising placards, names, insignia, trademarks, descriptive material or any other such like item or items except such as shall have first received the written approval of Landlord. No Tenant shall affix any sign to any roof of the Shopping Center. In addition, no 1Jlaa.V Vl VuUJV IV VV VI3FIayvu palIILI'u VI }JICL.VU, ally halal VIII V uIIIJJI+l o VI VLII I advertising devices on any vehicle parked in the parking area of the Shopping Center, whether belonging to such Tenant or to any other person; nor shall any Tenant distribute, or cause to be distributed, in the Shopping Center, any handbills or other advertising devices, and such Tenant shall pay to Landlord the cost and expense necessary to remove any such unauthorized material from the Shopping Center. 9. Hours of Operation. Tenant shall open the Premises for business to the general public no later than 10:00 a.m. and continuously remain open for business throughout the day until 5:00 p.m., Monday through Friday and Saturday, 10:00 a.m. until 12:00 p.m.; provided, however the Premises may remain open on Sundays and/or national holidays if Tenant so elects and if such opening shall not be in violation of applicable law. Tenant shall use for non selling purposes only such space in the Premises as is required for Tenant's business therein, and shall use no space in the Premises to serve the business of Tenant at other locations. Tenant shall warehouse, store or stock in the Premises only such goods and merchandise as are reasonably required for sale at, in or from the Premises. 10. Approval of Signs. Each Tenant shall not less than thirty (30) days prior to fabrication of any sign submit three (3) copies of drawings of such sign to Landlord for approval. Such drawings must include location, size and style of lettering, color, material, type of illumination, installation details, color selections and logo design. Approval of such sign by Landlord will not be unreasonably withheld or delayed, and will be based upon the standards set forth below. In any event, all signs must also be approved, if necessary, by the appropriate governmental agency prior to fabrication, and all permits for signs and their installation shall be obtained and paid for by the Tenant. In no event shall any sign be approved by Landlord if the size, location, design, color, texture, lighting and materials or such sign detracts in any way from the design of the Shopping Center and the surrounding properties. a. Signs shall consist of internal illuminated individual letters with flat plastic faces in metal retainers mounted to aluminum or channellume type letters. Signs shall have no audible, flashing or animated figures. Signs shall be mounted on a raceway painted to match the building. b. Letters shall be five inches (5 deep, fabricated from aluminum, channellume or sheet metal, .900 aluminum or with welded joints, mechanically finished to a satin texture with a baked on enamel finish or a Dur -a -Pox paint finish. All sign lettering shall have a Gold Jewel Lite trim. All store front signs, including plexiglass signs, shall be fabricated of material with a matte finish. c. No facia sign or wall sign shall exceed 30% of the total facia or signable area, excluding windows and storefront area. Letter sizes shall be governed by the amount of signable area used. In no event shall any sign be less than eight feet (8') above the ground as measured to the lowest edge of the sign. No sign may project higher than the height of the structure to which it is attached. d. Logo signs will be considered provided that they are a nationally registered trademark or identification sign. Landlord shall review all logo designs for final approval and compliance. The logo sign shall be considered part of the allowable 30% signed area. e. Vertical copy of signs projecting perpendicular to any building are not permitted. f. Manufacturer's decals, hours of business, telephone number, etc. are limited to a total of 144 square inches per single door entrance. No "sale" signs, special announcements, et cetera shall be permitted on exterior or interior glass; such advertising material must be set back at least twelve inches (12 from glass surface and suspended from the ceiling. h. Painted, flashing, animated, audible, revolving or similar signs that create the illusion of animation shall not be permitted. i. Exposed bulb signs shall not be permitted. j. No sign may include the product sold except as part of the Tenant's name or insignia. k. The Tenant's name and address may be applied to that Tenant's non customer door, if any, for receiving merchandise, as directed by Landlord and in two -inch (2 high block letters. 1. If required by the U. S. Postal Service, the Tenant may install on the storefront the number only for the street address of size, type, color and location determined by Landlord. 11. Construction of Signs. a. The Tenant is required to obtain any and all building and electrical permits. b. Location of all openings for conduit or sign panels of building walls shall be indicated on drawings submitted to Landlord for approval. c. All mounting holes must be sealed off and touched up after installation, and the Tenant's Premises must be left free of debris. d. The Tenant is responsible for the actions of its sign contractor. e. Letter fastening and clips shall be concealed and shall be of galvanized, stainless or aluminum metals. f. Electric service to signs shall be included in the Tenant's metered service and shall include an automatic timer to illuminate the sign. No exposed raceway, crossovers, transformers or conduit will be permitted, except for stubout through the wall. All signs shall use P.K. Housings and bear U.L. label, and installation of each sign shall comply with all local building codes and electrical codes. g. No labels shall be permitted on the exposed surface of signs, except those required by local ordinance, which shall be placed in an inconspicuous location and manner. h. Design, layout and material for Tenant signs shall conform in all respects with the design drawings provided by Tenant. The height and dimensions for letters in the body of the signs shall be pursuant to approved plans and specifications. i. All penetrations of the building structure required for sign installation shall be sealed in a watertight condition and shall be patched to match the adjacent finish. j. All signs shall be constructed and installed, including electrical hook -ups, at the Tenant's expense. k. This sign criteria may be changed to reflect the code of governing bodies involved. LANDLORD: Winter Boat, L.L.C. TENANT: Pedro de Santiago and Josephina de Santiago d/b /a LEASE: GUARANTOR: Pedro de Santiago and Josephina de Santiago DATE: Los Nopales (The Cactus) Guaranty of Lease Tenant wishes to enter into the Lease with Landlord. Landlord is unwilling to enter into the Lease unless Guarantor assures Landlord of full performance of the Tenant's obligations under the Lease. Guarantor is willing to do so. Accordingly, in order to induce Landlord to enter into the Lease with Tenant, and for other good and valuable consideration, whose receipt and adequacy are acknowledged by Guarantor: 1. Guarantor unconditionally guaranties to Landlord, and the successors and assigns of Landlord, Tenant's full and punctual performance of its obligations under the Lease. Guarantor waives notice of any breach or default by Tenant under the Lease. If Tenant defaults in the performance of its obligations under the Lease, then upon Landlord's request, Guarantor will perform Tenant's obligations under the Lease. 2. Any act of Landlord, or the successors or assigns of Landlord, consisting of a waiver of any of the teiins or conditions of the Lease, or the giving of any consent to any matter or thing relating to the Lease, or the granting of any indulgences or extensions of time to Tenant, may be done without notice to Guarantor and without affecting the obligations of Guarantor under this Guaranty. 3. The obligations of Guarantor under this Guaranty will not be released by Landlord's receipt, application or release of security given for the performance of Tenant's obligations under the Lease, nor by any modification of the Lease. In case of any such modification, the liability of Guarantor will be deemed modified in accordance with the terms of any such modification. 4. The liability of Guarantor under this Guaranty will not be affected by (a) the release or discharge of Tenant from its obligations under the Lease in any creditors' receivership, bankruptcy or other proceedings, or the commencement or pendency of any such proceedings; (b) the impaiiuient, limitation or modification of the liability of Tenant or the estate of Tenant in bankruptcy, or of any remedy for the enforcement of Tenant's liability under the Lease, resulting from the operation of any present or future provision of the Bankruptcy Code or other statute, or from the decision of any court; (c) the rejection or disaffirmance of the Lease in any such proceedings; (d) the assignment or transfer of the Lease by Tenant; (e) any disability or other defense of Tenant; or (f) the cessation from any cause whatsoever of the liability of Tenant under the Lease. 5. Until all of Tenant's obligations under the Lease are fully performed, Guarantor: (a) waives any right to subrogation against Tenant by reason of any payments or acts of performance by Guarantor, in compliance with the obligation of Guarantor under this Guaranty; (b) waives any other right which Guarantor may have against Tenant by reason of any one or more payment or acts in compliance with the obligations of Guarantor under this Guaranty; and (c) subordinates any liability or indebtedness of Tenant held by Guarantor to the obligations of Tenant to Landlord under the Lease. 6. This Guaranty will apply to the Lease, any extension or renewal of the Lease, and any Restrictions on Use of the Shopping Center Notwithstanding anything to the contrary in the Lease, Tenant's use of the Premises, or any portion thereof, shall not violate any of the use restrictions set forth below. These use restrictions shall not be construed to expand Tenant's Permitted Use of the Premises. These use restrictions shall not limit Landlord's right to sell or lease portions of the Shopping Center for the uses set forth below. 1. In no event shall any use of the Premises be made or operation conducted thereon which use or operation is obnoxious to a first -class shopping center, including the following: a. any public or private nuisance; b. any noise or sound which is routine to the operation of a business on the Premises that is objectionable due to intermittence, beat, frequency, shrillness or loudness; Premises; c. any obnoxious odor which is routine to the operation of a business on the d. any noxious, toxic, caustic or corrosive fuel or gas which presents a hazard to the safety of persons on the Premises or the Shopping Center; e. any unusual fire, explosive or other damaging or dangerous hazard, including the storage, display or sale of explosives or fireworks; f. any manufacturing (except in connection with and incidental to Tenant's retail sales on Premises), distillation, refining, smelting, agriculture or mining operation; g. any mobile home or trailer court, labor camp, junk yard, stock yard or animal raising shop that boards animals; h. any dumping, disposal, incineration, reduction of garbage or refuse (other than pursuant to the normal operation of a business within a first -class shopping center); i. any fire or bankruptcy sale or auction house operation; j. any automobile sales, leasing or display, including body repair facilities; k. any living quarters, sleeping apartments or lodging rooms; 1 any mortuary; m. any adult bookstore selling as its primary product pornographic material (as that term is understood by the general public and not necessarily as defined by law); n. any trailer rental; o. any auditorium or convention center; p. any second -hand, Army, Navy or governmental surplus store; and q. any drilling or other work for removal of subsurface substances. 2. In no event shall the following specific uses be carried on upon the Premises: a. bowling alley; b. skating rink; 8. This Guaranty represents a guaranty of payment and not of collection. Guarantor is primarily obligated under the Lease. Landlord may, at its option, proceed against Guarantor without proceeding against Tenant or anyone else obligated under the Lease. 9. Guarantor will pay on demand the reasonable attorneys' fees and costs incurred by Landlord, or its successors and assigns, in connection with the enforcement of this Guaranty. 10. Guarantor irrevocably appoints Tenant as its agent for service of process related to this Guaranty. 11. The liability of each Guarantor under this Guaranty shall be joint and several. Guarantor has executed this Guaranty as of the date first indicated above. GUARANTOR: Pedro de Santiago STATE OF COUNTY OF The fo egoing ss. instrument was executed before me this 2010, by Pedro de Santiago. GUARANTOR: STATE OF The forego n oseph na de Santiago Notary P s"As and official seal. COUNTY OF "A h and official seal. ss. instrument was executed before me 2010, by Josephina de Santiago. day of this 2 day of A ...H nail, g. banquet facility; h. entertainment facility; i. disco or other dance hall; j. sale, repair or storage of cars, boats, trailers or mobile homes; k. video or other game parlor; 1. pool hall; m. billiard parlor; n. amusement center; o. off -track betting; P. flea market; q. massage parlor; or r. auditorium. tiuuiuuuai rruvisions Upon execution of this Lease, Tenant shall pay to Landlord, Tenant's Security Deposit in the amount of $1,396.00 and $4,188.00 which shall be applied to July, August and September 2010 Rent and CAM. Outdoor Seating. Tenant shall be allowed to place tables and chairs on the sidewalk in front of their space for outdoor seating, so long as Tenant has approval from the Town of Fraser and the Fire Department, if applicable. Tenant agrees to maintain the outdoor seating area and clean up after their patrons. If Tenant fails to maintain the outdoor seating and clean up after their patrons, Landlord shall have the right to terminate this provision by giving Tenant 10 days written notice of its intent to do so. Lease Contingency. This lease is contingent upon Tenant receiving all necessary approvals to open for business from the Town of Fraser and the Health Department. Tenant shall have the option to terminate this lease if such approvals are not obtained by May 30, 2010. If Tenant does not notify Landlord of its option to terminate by May 30, 2010, this Lease shall remain in full force and effect. Exclusive Use. Providing Tenant is not in default under any terms or conditions of the Lease, Landlord agrees not to lease space in the portion of the Shopping Center controlled by Landlord to any other tenant whose primary business is a Mexican Restaurant; provided, however, that nothing herein shall preclude Landlord from leasing another space for such purpose within the last ninety (90) days of Tenant's term. Los Nopales th AHotel and Restaurantliquor license application was received in my office on June 8 from Los Nopales LLCdba as Los Nopaleslocated at 535 Zerex, Unit B102, Fraser, CO 80442 th A notice of the public hearing was published on July7.The property was posted on th July5. The license application is complete, including all payment of fees. The applicant has requested a concurrent review and the application has been sent to the State to begin that process. We have not received the results of the background check by the Fraser Winter Park Police Department or the CBI and I would suggest if approved, the motion would be conditional upon the thesefindings. TOWN OF FRASER LIQUOR LICENSING AUTHORITY Follow-up findings and report for application of a Hotel and RestaurantLiquor License. Owner Name and Address: Los Nopales, LLC. P. O. Box 1187, Granby, CO 80446 Establishment Name and Address: Los Nopales,535Zerex Street, Unit B102, Fraser, CO 80442 TO THE ABOVE APPLICANT AND OTHER INTERESTED PARTIES; Pursuant to Colorado Revised Statutes, 12-47-312(1), the applicant is hereby advised that with regard to the application for a Hotel and RestaurantLiquor License, an investigation has been made, and based on the results thereof, the following has been determined: That the application was filed on June 8, 2011in the Town Clerk’soffice and a public hearing has been scheduled for Wednesday July 20, 2011. In accordance with C.R.S. 12-47-311(1) the Town must hold the application for not less than 30 days; this hearing date represents 32days. This location will be a new Hotel and Restaurantlicenseas opposed to a transfer of an existing licensedue to the fact no existing license is in force. That the Notice of Public Hearing on this matter was posted on the premises on Tuesday July5, 2011at least 10 days prior to the hearing, and that the publication of the hearing was published in a newspaper of general circulation on July 7, 2011at least 10 days prior to the Public Hearing. That from the evidence submitted the applicant is leasing the premises where the proposed liquor license will be utilized from Winter Boat, LLCand that Winter BoatLLC will bethe lawful ownersof the premises. That pursuant to C.R.S. 12-47-313(1)(d) –Restrictions for applications for new license, the building where the applicant proposes to exercise the privilege of selling liquor at retail within 500 feet from any public or parochial school or the principal campus of any college, university or seminary was lifted by Chapter 6, Article 4 of the Fraser Municipal Code. That Fraser/Winter ParkPolice Chief Trainor hasconducteda background investigation onPedro De Santiago and Josefina De Santiago, the owner and managerof Los Nopales LLC. He has found no information that would indicate the license should not be approved. The public hearing on this application will be held on Wednesday, July 20, 2011at 7:00 p.m.in the Fraser Town Hall,153 Fraser Avenue, FraserCO. At said hearing, the applicant shall have an opportunity to be heard regarding all matters related to this application, including all matters set forth herein. The applicant is advised and encouraged to read a copy of the State of Colorado Liquor and Beer Codes and Regulations. Local Liquor Licensing Authority Fraser Town Clerk th ______________Dated this 7day of July, 2011. Lu Berger TOWN OF FRASER RESOLUTION NO. 2011-07-05 A RESOLUTION OF THE FRASER BOARD OF TRUSTEES, ACTING AS THE LOCAL LIQUOR LICENSING AUTHORITY FOR THE TOWN OF FRASER, APPROVING THE APPLICATION OF LOS NOPALES LLC., D/B/A LOS NOPALES, FOR A NEW HOTEL AND RESTAURANTLICENSEFOR THE PREMISES AT 535 ZEREX UNIT B 102, FRASER, COLORADO. WHEREAS, Los Nopales LLC., d/b/a Los Nopales(the “Applicant”) filed an application with the Town of Fraser for a new hotel and restaurantlicensetofor the premises located 535 ZerexUnit B 102, Fraser, Colorado; and WHEREAS, a public hearing on said application was held on July 20,2011, following due and proper notice, in accordance with the Colorado Liquor Code, C.R.S. 12-47-101et seq.; and WHEREAS, the Board of Trustees, asthe Local Liquor Licensing Authority, has carefully considered said application and the evidence presentedat the hearing, and hereby enters the following decision regarding the application. THE BOARD OF TRUSTEES MAKES THE FOLLOWING FINDINGS: 1.There has not been a denial of an application at the same location by either the State or the Local Licensing Authority within the two (2) years preceding the date of the application for the reason that the reasonable requirements of the neighborhood were satisfied by the existing outlets. 2.The Applicant has submitted evidence that it is or will be entitled to possession of the premises where the license is proposed to be exercised. 3.The premises are properly zoned for the activity which will occur therein, and the Town of Fraser has eliminated the 500-foot minimum distance requirement for licensed premises separation fromany public or parochial school or the principal campus of any college, university or seminary. 4.The Applicant has demonstrated by a preponderance of the evidence that the reasonable requirements of the neighborhood and the desires of the adult inhabitants of the neighborhood are not currently being met by existing outlets. BASED UPON THESE FINDINGS, THE BOARD OF TRUSTEES, ASTHE LOCAL LICENSING AUTHORITY,HEREBY ORDERS that the application of Los Nopales LLC., d/b/a Los Nopales,for a new hotel and restaurantlicensefor the premises at 535 Zerex Unit B 102, Fraser, Colorado,be and is hereby APPROVED, subject to, and conditioned upon the Town Clerk's receipt of a favorable report from the Colorado Bureau of Investigation on the Applicant's background. th DULY MOVED, SECONDED, AND ADOPTED THIS 20DAYOF JULY,2011. TOWN OF FRASERBOARD OF TRUSTEES AND LIQUOR LICENSING AUTHORITY BY: ______________________________________ Fran Cook, Mayor ATTEST: __________________________________________ Lu Berger,Town Clerk CERTIFICATE OF SERVICE Ihereby certify that I served the above and foregoing Resolution and decision of the Local Licensing Authority upon the Applicant named therein by mailing the same by certified mail, postage prepaid, this ______ day of ____________, 2011, addressed as follows: Los Nopales LLC., d/b/a Los Nopales P.O. Box 1187 Granby, CO 80446 __________________________________________ Lu Berger, Town Clerk and Secretary to the Local Liquor Licensing Authority -2- Printable To be heard An incorrect phone number for the Colorado reapportionment committee was printed in the July 6 edition of the Sky -Hi News. The correct number is 303- 866 -3950. The committee can be contacted via email: reapp2011 @state.co.us. Comments can also be mailed to: Redistricting Staff; 200 East Colfax; Denver, CO; 80203. More information can be obtained at the website www.Colorado.gov/Reapportionment. Panel eyes Grand Larimer district JULY, 8 2011 TONYA BINA TB I NA @SKYH I DAI LYN EW S. C OM GRAND COUNTY, CO COLORADO Page 1 of 3 As Colorado's state House districts are rearranged to fit the 2010 Census results, Grand and Jackson counties could be lumped with counties on the northern Front Range. This is the latest outcome concerning Grand and Jackson counties in the process of reapportionment, which is taking place in Denver. In decisions as late as June 20, the 2011 Colorado Reapportionment Commission voted to exclude Grand and Jackson counties from the existing district shared with the other West Slope counties of Moffat, Routt, Rio Blanco and part of Garfield. In doing so, Grand and Jackson now face being grouped with Larimer County or Boulder County, with or without Gilpin and Clear Creek counties. Treatment of Grand and Jackson counties in this go- around of House reapportionments has made Grand County citizens uneasy. "We're pretty upset. A lot of people are angry," said Al Olson of Grand Lake, registered representative agent for the High Country Conservatives, who testified at a hearing on behalf of Grand County during the reapportionment of the Colorado Senate districts. "We only hope they'll make some sense out of it like they did the Senate district," he said. The committee ultimately kept Grand County grouped with other West Slope counties in final Senate district proposals. Grand County commissioners have written a letter stating the county does not want to be grouped with Larimer County in a House district. Larimer County was home to 299,630 residents in the latest Census. In a proposal being pushed by Reapportionment Commission member Steve Tool of Larimer County, a proposal expected be under committee review on Monday, July 11, would partition Larimer County into three House districts two districts with Fort Collins and one including Loveland with the remainder of that county's population grouped in a fourth district that would include Grand and Jackson counties. Since an ideal district size is 77,372 people (total population of state divided by 65 house districts), that would mean Grand's and Jackson's combined population of 16,237 people would join a Larimer population of 61,135 people in a newly formed House district. "We would not have a representative from our county representing us," said Grand County Democratic Party Chair Bob McVay of Hot Sulphur Springs. "Whoever is elected won't have the same understanding of ranching, agricultural communities, nor the same knowledge of water issues were facing up here." McVay, along with Grand County Republican Party Chair Harry Kottcamp of Granby and citizen Andy Gold of Tabernash, testified at the June 20 hearing regarding House districts on behalf of Grand County. "It was a united front," McVay said. "I don't care what initials are after your name. This is more important than http: /www. skyhidailynews.com apps /pbes.dll /article ?AID= /20110708/NEWS/110709955/... 7/14/2011 Printable Page 2 of 3 politics. We don't want Grand County on the Front Range if that happens our voices will be lost." "We are very disappointed they are trying to put us with any Front Range county," said Kottcamp. "We feel we are distinctly different and have our own interest and cultures, and in fact, the Front Range districts would have opposing interests." Due to the geographic barrier of the Continental Divide, a representative likely from Larimer County or Boulder County would have difficulty even visiting Grand County about seven months out of the year with Trail Ridge Road through Rocky Mountain National Park closed, members of both parties discussed during a meeting on the topic this week in Granby. "It seems like a thinly veiled attempt to do a water snatch," McVay said. But Grand County Commissioner James Newberry downplayed the water robbing theory at Wednesdays meeting. "At the state level, I don't how much effect that would have," he said. "I don't know that a representative (from the Front Range) would make all that difference." "We have to, as a county and group of concerned citizens, party lines aside, we all have to be in this together," said state Rep. Randy Baumgardner of Hot Sulphur Springs, the current House District 57 representative. "It's not about Democrats and Republicans, it's about keeping the West Slope whole." Baumgardner said he plans to meet with citizens of Jackson County and other District 57 counties in coming weeks to rally them to join the cause. Lopping of Grand County from the district could have adverse effects for the entire district, he said, when it comes to garnering support for various West Slope interests. Because the sitting representative in Larimer County is also a Republican, Baumgardner may be the only state legislator from the House reapportioned out of his seat if the proposal takes hold. Baumgardner has said he is not considering running against Larimer's incumbent representative. The map reflecting Grand and Jackson counties included among West Slope counties failed the committee's vote on June 13. The sole West Slope resident on the committee, Gayle Berry of Grand Junction, voted in favor of keeping the West Slope district intact, along with Robert Loevy of Colorado Springs. The other nine members of the committee rejected the map for reasons of not wanting to divide Garfield County, according to reapportionment staff chair Jeremiah Barry. "The problem the commission is facing is the constitution requires them to keep counties whole when possible," he said. Garfield County, which has a current population of 56,389, has been divided by House districts 57 and 61 for at least the past decade. At the 2011 reapportionment hearings, Garfield County representatives testified they did not mind having two different districts, since the eastern part of the county is better served with the likes of resort counties Pitkin and Gunnison, and the western part of the county fits better with the mineral interests of Rio Blanco. In a tight 6 -5 vote, the committee instead selected the map that kept Garfield County mostly whole in District 57, with just its southeastern corner inserted into District 61 of Pitkin, Gunnison and the eastern half of Delta. But this decision ejected Grand and Jackson counties, which still await districting. During the next two Monday meetings, July 11 and July 18, the committee plans to review the final Eastern Slope regions that includes fast developing counties Larimer, Weld and Boulder. Discussions are bound to include Grand and Jackson counties, and Grand County party leaders are rallying citizens to join them in testifying at the hearings. Because testimony is planned to be taken at 11 a.m. of the meeting that starts at 9 a.m., Barry said, "They may have already adopted plans for that area," but, "people shouldn't be disappointed if they hear the commissioners adopt a plan they don't like. They should still stay and testify." The maps adopted are far from final, he said, calling them "preliminary, preliminary plans." http: /www.skyhidailynews.com /apps /pbcs.dll /article ?AID= /20110708/NEWS/110709955/... 7/14/2011 Printable Page 3 of 3 From these plans, the commission will be charged with adopting a preliminary plan for the entire state, which may still be subject to public comment and change. That plan is required to be presented throughout the state before the commission publishes it in September. In October, the plan is filed with the Colorado Supreme Court. The goal is to have boundaries redrawn well before the April 2012 precinct caucuses Tonya Bina can be reached at 970 887 -3334 ext. 19603. What is it? Redistricting is the process of redrawing the state's electoral district boundaries to reflect population changes counted during the decennial census results. The Colorado Reapportionment Commission is responsible for redistricting Colorado's 35 Senate and 65 House of Representative districts. The Reapportionment Commission consists of 11 members. Pursuant to the Colorado Constitution, the Senate majority leader, House speaker, Senate minority leader, and House minority leader designate one person apiece to serve on the commission. The governor appointed three members to the commission, and the chief justice of the Colorado Supreme Court appointed the final four members of the commission. The commission comprises five Democrats, five Republicans and one Independent. http://www.skyhidailynews.com/apps/pbcs.dlUarticle? AID= /20110708/NEWS/ 110709955/ 1079 &parentprofile= 1067atemplate= printart http: /www. skyhidailynews. com /apps /pbcs. d11 /article ?AID= /20110708/NEWS/ 110709955/... 7/14/2011 House Region Three Plan H3002v2 41: C41(04,14. Rcopigro-4,1-Nten C.0‘,4.5.4,01 1312 Shenuar St 1111 Irawn Derr, e4.203 SW, prepzew y rionrixtEonme-A Ctorn---.,140 Sge Jana 20, 7111 Page 1 of 1 http://www.skyhidailynews.com/apps/pbcsi.d11/bilde?Site=GC&Date=20110708&Categor... 7/14/2011 Printable Page 1 of 2 Sign the Petition Petitions are beginning to circulate to keep Grand County with western slope representation. Copy and paste the following and then print it out. Gather names and addresses from your Grand County coworkers, neighbors and friends. Then return the petition as soon as possible to the bipartisan petition coordinator Andrew Gold at P.O. Box 270 Tabernash, CO 80478 or fax it to 970 -726- 5115 or scan it and email it to agold®ACtechbooks.com. Time is of the essence! Grand County will not be sold to the highest bidder! We, the united Republican and Democratic parties of Grand County assert that Grand County is a West Slope County and thus demand representation to the Colorado House of Representatives by a person sharing Grand County and West Slope interests. We hereby insist that the re- apportioned house district incorporating Grand County be comprised of like minded West Slope Counties, such as what now exists in the current House District 57. Harry Kottcamp; Grand County Republican Party Chairman Robert McVay; Grand County Democratic Party Chairman A House (district) divided JULY, 8 2011 SKY HI NEWS EDITORIAL Grand County faces the prospect of being placed in a Colorado House legislative district in which the vast majority of voters would be from Larimer County. If that happens, be ready to kiss local representation and communities of interest good -bye. For the record, let it be stipulated that the task of redrawing these districts based on population figures from the 2010 Census is a difficult task in this state. Colorado is politically eclectic, and most of its relatively small population is crammed into metropolitan areas. Thus, drawing districts that satisfy rural areas is no easy feat. But let this be stipulated as well: The fact that representatives of both Grand County political parties have banded together to fight this proposal speaks volumes. It is not a partisan issue, but it does go to the heart of representative democracy. It would also be difficult to formulate a district with more inherent conflict than a Grand Larimer contraption. First off, placing Grand County in a district with a far more populous Front Range county would de facto deprive Grand County of representation. How often is a state legislator from, say, Ault, going to drive through Denver and over Berthoud Pass to Kremmling? In the winter? And why would he or she, when more than 60,000 out of the 77,000 residents of the district would live in Larimer County? And particularly when the interests of those constituents are vastly divergent from ours? Consider water: We have it. They suck it from our lakes and rivers through a tunnel under the Continental Divide. We want to keep what's left. They want more of it. A legislator representing Grand County and most areas of the Western Slope, for that matter would be presumptively inclined to support basin of origin legislation in the Colorado Statehouse. These bills aim to require as a matter of state law that trans -basin diverters mitigate the damage they do when they permanently deprive the basin of origin of life sustaining water. Front Range legislators, on the other hand, are presumptively inclined to defeat these bills, because they think that's in the best interests of their constituents. (A strong argument can be made against that assumption, but that's grist for another mill.) So, how is this likely to play out? Because of their overwhelming population advantage, Larimer County candidates are all but certain to win election to this seat. And, because they hail from the place where Grand County water is greening tens of thousands of lawns under the near desert sun, they are likely to ignore the comparatively meager protests from this side of the hill in favor their Front Range constituency. Grand and Larimer constituencies don't just lack common interests; their interests are often diametrically http: /www. skyhidailynews .com/apps /pbcs.d11 /article? AID= /20110708/NEWS/110709956/... 7/14/2011 Printable opposed. Nor is this dichotomy restricted to water. Similar scenarios are probable regarding a host of issues, such as transportation funding, to mention but one. Page 2 of 2 State law outlines specific criteria for redrawing these districts, one of which is contiguity and another of which is keeping counties intact when practical. Commission members offer the lame excuse that they rejected an earlier map essentially favoring the District 57 status quo with a slight alteration in Garfield County because it would split Garfield County. (Also telling: Only one Front Range commission member voted for that original map.) News flash: Garfield is split now, its representatives don't object to the split, AND IT WOULD STILL BE SPLIT in the map that would put Grand and Jackson counties with Larimer. Kind of begs the question: What's really behind the movement to remove Grand County from the Western Slope? Larimer and Grand counties share a common border along the Continental Divide, but their "contiguity" is more a technicality than a reality: Not much in the way of political, social and economic commonality survives the trip over that mountainous wall. This map shouldn't survive, either. http: /www.skyhidailynews.com/ apps /pbcs.dlt /article ?AID= /20110708/NEWS/ 110709956/ 1070Etparentprofite -1 Fttemplate= printart http: /www. skyhidailynews.com/apps /pbcs. dll /article ?AID= /20110708/NEWS/110709956/... 7/14/2011 Colorado redistricting takes center stage for 2011 General Assembly Denver Political B... Page 1 of 3 Denver, CO Colorado redistricting takes center stage for 2011 General Assembly Ian C ..ny, Denver Bzz Examiner December 23, 2010 Like Political this Sub. u to g,. Like 4Fnd Protests outside of the Colorado State Capitol in 2009 2010 indicated bipartisan anger at R's D's alike. Neither party received a clear endorsement in the 2010 Elections. Credits: an Cerveny Related Topics Colorado Redistricting Colorado legislature Redistricting 2011 Colorado General Assembly Politics Colorado House of Representatives 1-day deals in your neighborhood :ant update Old Story, New Players Add a comment Email Print Colorado voters created a shakeup in political power for 2011 when Re. _ib+cans ret the S °ate House in -rr°; x 201u. Democrats had held each of the Colorado House, Senate Governorship in recent years. While every political battle of 2011 will be effected by the GOP's narrow House victory, it is redistricting that will be most effected by the Democrats' failure to retain monopoly power over all three phases of state government. With the completion of the 2010 US Census, the big- ticket item in 2011 will be redrawing the lines that define Colorado's Congressional Legislative Districts. This redistricting, which occurs every ten years after the US Census, is intended to accommodate shifting population centers and make Congressional Districts Legislative Districts relatively the same size across the state. However, the ability of the party in power to draw political lines that effect R vs D registration balance in a given district cannot be overlooked. Early last decade, Democrats Republicans could not agree on redistricting that included a new Congressional District (the result of Colorado's 90's population boom.) A non partisan Colorado judge was brought in to draw new political boundaries as a result, and new districts were finalized in 2002. By 2003 Republicans held a General Assembly majority and the Governor's Mansion. The GOP used that majority power to ram through a new districting map that would have superseded the judge's 2002 District Map that had forcefully settled the heavily partisan conflict. Democrats brought the matter to the State Supreme Court and their challenge was upheld by a Democratic Majority there. The issue eventually went to the US Supreme Court, but the original 2002 lines held up in the end because redistricting can only occur once every L: in an Exr --nr 1 D, .i r Iivin soclai see today's deal 7E http: /www. examiner. com /political- buzz -in- denver /colorado- redistricting- takes center stag... 7/14/2011 Colorado redistricting takes center stage for 2011 General Assembly Denver Political B... Page 2 of 3 ten years according to the Colorado Constitution. Now, with the Colorado Supreme Court still in the hands of Democrats, and with D's in control of the State Senate Governor's seat, a battle is surely brewing. Incoming House Speaker Frank McNulty (R), Senate President Brandon Shaffer (D), Senate Majority Leader Salvatore Pace (D), Senate Minority Leader Mike Kopp (R) and House Majority Leader Amy Stephens(R) convened in mid December in an attempt to pre -empt what has become a wildly partisan process. A lve tis ern•nt CHEVY MODEL YEAR WRAP UP 2011 MALIBU LS Said McNulty of the expected battle over redistricting, One of our goals is to take what is always one of the most partisan of issues dov.,v, at the state Capitol, try and take the heat out of it, take the politics out of it, and do the work of the people." "We have a responsibility to serve the needs of the people of Colorado," said Senate President Shaffer. Our work this session is far too important to be derailed by partisan distractions. This committee will help us fulfill our duty and allow the legislature to focus on the priorities of our constituents." From a Simmer to a Boil in 0.75 Sessions That bi- partisan collection of House Senate leadership assembled a joint legislative committee that will visit Colorado's seven Congressional Districts in turn. The committee has been directed to report back to the General Assembly by April 14th, about 3/4 of the way thro' gh the first legislative session of 2011. The committee is evenly split between R's D's, and may actually take some of the initial heat off of a boiling issue. However, with Congressional lines effecting national politics and Legislative lines likely determining who holds the next House majority, there is little chance that the General Assembly's pot will not boil over once again. Republican Representative McNulty responded to doubts about the effectiveness of a Tess heated bi- partisan committee approach by saying, "We'll see if this works, but we're certainly hopeful." Incoming Governor and current Denver Mayor John Hickenlooper implied that more competitive districts should be http: /www. examiner. com /political- buzz -in- denver /colorado- redistricting- takes center- stag... 7/14/2011 Colorado redistricting takes center stage for 2011 General Assembly Denver Political B... Page 3 of 3 Read full bio Send Sign t:i; to see what your friends like. the goal. Colorado's US Congressional Races were each decided in landslides except for Scott Tipton's nearly 5 -point victory over John Salazar in the 3rd District. Said Hickenlooper, "My feeling is that one of the things we need is more competitive districts. In a more competitive race, people feel that their vote matters, they pay more attention, they get involved. That's democracy." With so much at stake, we will likely see this chummy bi- partisan approach slowly devolve into political grappling that first divides R's from D's and then splits the parties themselves into factions representing regional agendas. Like Rep. McNulty, we are certainly hopeful but the smart money is on hot water and heated battle by April. By Ian Cerveny Denver Political Buzz Examiner Born and raised in D'-nver, Ian Cerveny is addicted to the Rocky Mountain scene. From local news to "omegrown band and Broncornania to bas ball... Get my newsletter Get my RSS feed Become an Examiner movie out The best movie app for Fre e your smartphone is back! Download http: /www. examiner. com /political- buzz -in- denver /colorado- redistricting- takes center stag... 7/14/2011 CGA ReDistrict Website Text Size 0 Search Redistricting and Reapportionment Data Used in Redistricting Maps Contact i Ts Who is my I egislator State Calendar Click I lere for a complete listing of all the Colorado Legislative Redistricting calendars Follow us on Twitter Congressional Redistricting More Information State Legislative Reapportionment More Information_ Maps More Information Data More Information Quick Links Redistricting_ and Reapportionment Data I rsed in Redistricting Proposed Congressional Maps Reapportionment Commission Maps Contact 11s Who is my Legislator? Census Apportionment Video Policies O 2011 State of Colorado Page 1 of 1 http: /www.colorado.gov /cs/ Satellite /CGA- ReDistrict /CBON /1251581769173 7/14/2011 CGA ReDistrict Website Colorado Congressional Redistricting Page 1 of 4 r toolorado The Official Site !eh Porta Text Size Search 0 Redistricting in Colorado 6 .1 91/. Redistricting and Reapportionment Data Used in Redistricting Maps Contact i Is Who is my Legislator? Horne Redistricting and Reapportionment Colorado Congressional Redistricting Colorado Congressional Redistricting o Congressional Redistricting Video Colorado Reapportionment Commission Colorado Congressional Redistricting Congressional Members Committee Members Co Chairs: Senator Representative Rollie Heath David Balmer Members: Gail Schwartz Greg Brophy Mark Scheffel Morgan l Staff Contact: LCS Hillary Smith Phone: (303) 866 -3277 Christie Lee Phone: (303) 866 -2756 LLS B.J. Nikkei Don Coram Dan Pabon Fd Vigil http: /www.colorado.gov /cs/ Satellite /CGA ReDistrict /CB ON/1251581558170 7/14/2011 2011 Committee Schedule Meeting Information Time Location January 19 I Agenda Summary 4:00 PM SCR 356 January 26 I Agenda Summary 1 4:00 PM SCR 356 February 2 Avenda Summary 4:00 PM SCR 356 February 26 (Public Hearing) Audio Summary Summa 8:00 AM 11:00 AM* Loveland Loveland City Council Chambers 500 E. Third Street, Loveland, CO 80537 February 26 (Public Hearing) Audio Summary 1:00 PM 4:00 PM* Fort Morgan Fort Morgan High School L(1A- Kellistrict Website Colorado Congressional Redistricting Page 2 of 4 Tom Morris Phone: (303) 866 -4218 Brita Darling Phone: (303) 866 -2241 Esther van Mourik Phone: (303) 866 -4215 Email: CongRedist2011 /mState co us Website: W wv.colorado.gov; Redistricting If you are interested in receiving e-mail updates concerning the committee, please click here to sign up. Please send comments to Redistricting Staff 200 East Colfax Denver, CO 80203 At each public hearing, members of the public may provide testimony pertaining to any congressional district, regardless of the location of the hearing. Individuals who are unable to attend any of the public hearings may submit written testimony to the committee from February 18 until March 25. Testimony may be submitted via e- mail to CongRedist2011•rstate co.u.. or via mail to Redistricting Staff, 200 E. Colfax, Denver, CO 80203. Download Brochure http: /www.colorado.gov /cs /Satellite /CGA- ReDistrict /CBON /1251581558170 7/14/2011 CGA ReDistrict Website Colorado Congressional Redistricting Page 3 of 4 http: /www.colorado.gov /cs /Satellite /CGA ReDistrict /CB ON /1251581558170 7/14/2011 709 East Riverview Avenue, Fort Morgan, CO 80701 February 28 (Public Hearing) Audio Summary 6:00 PM 9:00 PM* Denver Old Supreme Court Chambers, State Capitol, 200 E Colfax, Denver 80203 March 3 (Public Hearing Audio Summary 6:00 PM 9:00 PM* Golden Jefferson County Administration and Courts Facility, Large Hearing Room (Hearing Room 1) 100 Jefferson Parkway, Golden, CO 80419 March 9 (Public Hearing) Audio Summary 6:00 PM 9:00 PM* Colorado Springs University of Colorado at Colorado Springs, University Center, UC 116 1420 Austin Bluffs Pkwy Colorado Springs, CO 80918 Individuals attending the hearing may park for free in Lot 3 March 12 (Public Hearing) Audio Summary 8:00 AM 10:30 AM* Alamosa Inn of the Rio Grande 333 Santa Fe Avenue, Alamosa, CO 81101 March 12 (Public Hearing) Audio Summary 2:30 PM 5:00 PM Pueblo Pueblo County Conference Room 1001 No. Santa Fe Avenue, Pueblo, CO 81003 March 14 (Public Hearing) Audio Summary. 6:00 PM 9:00 PM* Castle Rock Douglas County Fairgrounds and Events Center 500 Fairgrounds Drive, Castle Rock, CO 80104 March 15 (Public Public Hearing) Audio Summary 6:00 PM 9:00 PM* Boulder University of Colorado, University Memorial Center (UMC), Room 235 1669 Euclid Avenue, CGA ReDistrict Website Colorado Congressional Redistricting Page 3 of 4 http: /www.colorado.gov /cs /Satellite /CGA ReDistrict /CB ON /1251581558170 7/14/2011 CGA ReDistrict Website Colorado Congressional Redistricting Page 4 of 4 The meeting may end earlier depending on the amount of witness testimony. Contacts Committee Members Video Process Laws Maps Q SHARE r Policies 2011 State of Colorado Z http: /www.colorado.gov /cs /Satellite /CGA ReDistrict /CBON /1251581558170 7/14/2011 Boulder, CO 80309 March 19 (Public Hearing) Audio Summary 9:00 AM 12:00 NOON* Grand Junction Mesa State College, College Center, Ballroom South 1100 North Avenue, Grand Junction, CO 81501 April 15 Agenda Summary Upon Adjournment of Both Chambers SCR 356 April 19 Agenda Summary 5:00 p.m. SCR 356 April 20 Agenda Summary 4:00 p.m. SCR 356 CGA ReDistrict Website Colorado Congressional Redistricting Page 4 of 4 The meeting may end earlier depending on the amount of witness testimony. Contacts Committee Members Video Process Laws Maps Q SHARE r Policies 2011 State of Colorado Z http: /www.colorado.gov /cs /Satellite /CGA ReDistrict /CBON /1251581558170 7/14/2011 CGA ReDistrict Website Redistricting and Reapportionment Page 1 of 5 Text Size 0 Search Redistricting in Colorado Redistricting and Reapportionment Data Used in Redistricting Maps Contact i rs Who is my Legislator? Horne Redistricting and Reapportionment Colorado Congressional Redistricting Colorado Reapportionment Commission Redistricting and Reapportionment What is Reapportionment? What is Redistricting? How is Redistricting accomplished in Colorado? What are the timelines for the reapportionment commission'? What are the timelines for Congressional redistricting? What are the criteria the commission must use for redistricting the state legislative districts? What are the criteria the General assembly must use for Congressional redistricting? How do,Iget involved? How is the commission appointed? Con essional Commission http: /www.colorado.gov /cs /Satellite /CGA ReDistrict /CB ON /1251581558103 7/14/2011 CGA ReDistrict Website Redistricting and Reapportionment Page 2 of 5 What is Reapportionment? Reapportionment is the process used to reallocate the 435 seats in the United States House of Representatives amongst the 50 states following each mandated decennial census. The 435 US Congressional seats are apportioned to each state based on that states percentage of the total population of all 50 states. However, each state is guaranteed at least one seat by the Constitution. There are seven states with a single representative because their population is too low; they are Alaska, Delaware, Montana, North Dakota, South Dakota, Vermont, and Wyoming. Based on the 2010 Census results Colorado will again be apportioned 7 Congressional seats. Watch the video. What is Redistricting? Redistricting is the process of redrawing the boundaries of congressional and state legislative electoral districts to reflect population changes that result from the mandated decennial census results. How is Redistricting accomplished in Colorado? In Colorado there are two separate and distinct processes for redistricting, US Congressional districts and state legislative districts. The Colorado General Assembly is responsible for redistricting Colorado's congressional seats. However, the Colorado Reapportionment Commission is responsible for redistricting Colorado's 35 State Senate and 65 State House of Representative districts. What are the timelines for Congressional redistricting? There are no constitutional or statutory deadlines for drawing the congressional district lines. In the past, the Governor has called a special session of the legislature after final population figures have become available and could be analyzed. The General Assembly, potential candidates, and voters will want to have the redrawn congressional district boundaries completed well before the April 2012 precinct caucuses. What are the criteria the General assembly must use for Congressional redistricting? Federal law requires precise mathematical equality in population among congressional districts. Other criteria that courts have looked at to assess congressional plans include: 1) absence of racial discrimination; 2) compactness and contiguity of districts; 3) preservation of county or municipal boundaries; and, 4) preservation of communities of interest. Unlike state Senate and House plans, congressional plans are not required to be submitted to any court for review. However, in the past these plans have often been challenged in court. What are the timelines for the reapportionment commission? January- March, 2011- Census Bureau transmits census information to the Governor and Majority and Minority Leaders April 15, 2011- Last day for four legislative members of the reapportionment commission to accept service or appoint designees. April 15 -25, 2011- Governor appoints three commission members representing executive branch April 25- May 5, 2011- Chief Justice of the Colorado Supreme Court appoints four commission members representing judicial branch May 15, 2011- Date by which Governor convenes commission and appoints temporary chairman September 5, 2011- Date by which commission publishes preliminary plan for reapportionment. The constitution directs the commission to adopt a preliminary plan within 113 days after the commission is convened (by September 5, 2011) and then to hold public hearings within 45 days after publication of the preliminary plan. However, because2012 is a presidential electoral year. Precinct Caucuses will be held the first Tuesday in February rather than the third Tuesday in March. Therefore the Preliminary plan and Public hearings must be held earlier than the Constitution requires. October 7, 2011- Date by which commission finalizes plan and submits it to Colorado Supreme Court for review (within 45 days of completion of public hearings) http: /www.colorado.gov /cs/ Satellite CGA ReDistrict /CBON/1251581558103 7/14/2011 CGA ReDistrict Website Redistricting and Reapportionment Page 3 of 5 November 9, 2011- Date by which all arguments and evidence submitted to Supreme Court. December 14, 2011- If plan is approved by Supreme Court, date by which the plan for redistricting state legislative district is filed with the Secretary of State How is the Commission Appointed? Under the state constitution, redistricting of state legislative districts is done by an 11- member Commission that convenes every ten years. The Commission consists of 4 legislative leaders, 3 persons appointed by the Governor, and 4 persons appointed by the Chief Justice of the Colorado Supreme Court. Ct O 0 o 15 Mar 2011, Colorado Congressional 0 0 0 0 ui i 1 1 1 1 t 1 I 1 1 1 1 i 1 1 i What are the criteria the commission must use for redistricting the state legislative districts? Federal law and the Colorado constitution set criteria for the Commission to follow when redrawing district boundaries. The one person, one vote" mandate requires the Commission to achieve equal population among the districts, and the Colorado constitution defines this mandate as no more than 5% deviation between the most populous district and the least populous district. The federal "Voting Rights Act" requires that districts be drawn so as to give minority groups an equal opportunity to participate in the political process and to elect representatives of their choice. Other state constitutional criteria include: The area within a district must be as compact as possible and the sum of the perimeters of all districts must be as short as possible. Districts must be composed of contiguous election precincts. Counties and cities cannot be split unless necessary to achieve equal population Finally, communities of interest- ethnic, economic, cultural, demographic, trade area and geographic- are to be preserved within a single district whenever possible. How Can I get Involved? Under Colorado's Open Meetings Law, all commission, committee, or floor sessions to consider redistricting plans are open to the public. Public testimony is usually taken at commission or committee meetings. The location, time and agenda for each meeting will be available through the Internet. Interested persons may wish to contact individual commission members or legislators and view proposed plans which will be published on the World Wide Web. http: /www.colorado.gov /cs /Satellite /CGA ReDistrict /CBON /1251581558103 7/14/2011 CGA ReDistrict Website Proposed Congressional Maps Page 1 of 3 Colorado The Stage p;,rf l Text Size 0 Search Red.isi iciin in Colorado Proposed Congressional Maps Maps Redistricting and Reapportionment Data Used in Redistricting Maps Contact 1. ?s Who is my I egislator? Horne Maps Proposed Congressional Maps Reapportionment Commission Maps Proposed Congr essional Maps o Public Map Submissions 2000_Census Maps Maps Introduced as Bills SI3 11 -268 (April 28, 2011) Amendment L.001 to Senate Bill 11 -268 (May 4, 2011) Amendment L 003 to Senate Bill 11 -268 (May 9, 2011) Amendment L.004 to Senate Bill 11 -268 (May 9, 2011) [The maps and reports are identical to Amendment L.003 to House Bill 11 -1319] 1113 11-1319 (May 3, 2011) Amendment L.001 to House Bill 11 -1319 (May 4, 2011) "Amendment L.004 to HB 1319, which was offered on the House Floor on May 9, 2011, is identical to Amendment L.001, above Amendment L.003 to House Bill 11 -1319 (May 9, 2011) Amendment I, -007 to House Bill 11 -1319 (May 10, 2011) http: /www.colorado. gov /cs /Satellite ?c Page &childpagename CGA ReDistrict %2FCBO... 7/14/2011 Geographic Area Total Population Ideal Population Difference Over or Under Colorado Congressional District 1 662,039 718457 56,418 Under Congressional District 2 733,805 718457 15,348 Over Congressional District 3 706,186 718457 12,271 Under Congressional District 4 725,041 718457 -6,584 Over Congressional District 5 725,902 718457 -7,445 Over Congressional District 6 797,813 718457 79,356 Over Congressional District 7 678,410 718457 40,047 Under CGA ReDistrict Website Proposed Congressional Maps Page 2 of 3 Reentrossed House Bill 11 -1319 (May 10, 2011) Comparison 4/20/2011 Comparison of City Integrity 1 and Republican Maps Proposed 4/19/2011 Republican Plan A Revised Republican Plan 13 Revised Republican Plan C Revised Proposed 4/15/2011 Cly Integrity 1 City Integrity 2 City Integrity_ 3 City Integrity 4 City Integrity 5 City Integrity 6 Balmer Map One Balmer Map 2 McNP1.,AN A (also known as "Republican Plan A McN PI, 'NNB (also known as "Republican Plan B McN PLAN C (also known as 'Republican Plan C Congressional Over Under Map http: /www.colorado.gov /cs /Satellite ?c Page &childpagename CGA ReDistrict %2FCB 0... 7/14/2011 CGA ReDistrict Website Proposed Congressional Maps Page 3 of 3 Public Map Submissiors Data Map Archives 2000 Census Map 1990 Census Map SHARE E c I Policies 2011 State of Colorado S http: /www.colorado.gov /cs /Satellite ?c Page &childpagename CGA ReDistrict %2FCB 0... 7/14/2011 TOWN OF FRASER ORDINANCE NO. 385 Series 2011 AN ORDINANCE ADOPTINGFISHING REGULATIONS WITHIN THE TOWN OF FRASER. NOW THEREFORE, BE IT ORDAINED BY THE BOARD OF TRUSTEES OF THE TOWN OF FRASER, COLORADO, THAT: PART 1: There is hereby established a new Section 10-1-190 within the Fraser Town Codewhich shall read as follows: 10-1-190 FishingRegulations. All fishing within the Town of Fraser shall comply with Fishing Regulations adopted by the Colorado Wildlife Commission. Additionally, all cutthroat trout caught on Fraser Pond #1 or Fraser Pond # 2 must be returned to the water immediately. PART 2: APPLICABILITY. These regulations are effective throughout the Town of Fraser immediately upon the effective date hereof. PART 3: REPEAL. Any and all existing ordinances or parts of ordinances of the Town of Fraser covering the same matters as embraced in this Ordinance are hereby repealed and all ordinances or parts of ordinances inconsistent with the provisions of this ordinance are hereby repealed; provided, however, that such repeal shall not affect or prevent the prosecution or punishment of any person for any act done or committed in violation of any ordinance hereby repealed prior to the taking effect of this Ordinance. PART 4: SEVERABILITY. Ifany section, subsection, sentence, clause or phrase of this Ordinance is, for any reason, held to be invalid or unconstitutional, such decision shall not affect the validity or constitutionality of the remaining portions of this Ordinance. The Town of Fraser hereby declares that it would have adopted this Ordinance, and each section, subsection, clause or phrase thereof, irrespective of the fact that any one or more sections, subsections, sentences, clauses and phrases thereof be declared invalid or unconstitutional. PART 5: DECLARATION OF EMERGENCY; EFFECTIVE DATE. The Board finds and determines that this Ordinance is necessary to the immediate preservation of the public peace, health and safety, in order to permit the Colorado Division of Wildlife anopportunity to successfully establish a Cutthroat Trout population within Fraser Pond # 1. It is therefore declared that an emergency exists and that this Ordinance shall be in full force and effect immediately upon adoption READ, PASSED, ADOPTED AND ORDERED PUBLISHED BY THE BOARD OF TRUSTEES AND th SIGNED THIS 20DAYOF JULY, 2011. TOWN OF FRASER, COLORADO Fran Cook, Mayor ATTEST: Lu Berger, Town Clerk Published in the Middle Park TimesonJuly 28, 2011. Clerks Briefing July 20,2011 We’re working out the details for the audio in the Board room. If you have any requests or concerns please let Jeff or I know before we proceed with ordering the equipment. The public hearing for Los Nopalesis on the agenda. There is a supplemental briefing in the packet with my findings. Please give me a call if you have any questions prior to the meeting. th I received U 9200 liquor license from the State on Friday July 8along with a positive CBI report. AsI stated at the meeting I have the license on file and will issue the license to the applicant as soon as they receive a CO on the building and I have a chance to inspect it. As always, feel free to contact me with any questions. Lu Finance Update:07/14/2011 Prepared:07/20/2011 If any of you are having the same type of allergy challenged sleep like I’ve been having, you’re in luck –I have included your June Financial Statements for the Town and Joint Facility along with the May Sales Tax Report with your packet this week. Sweet Dreams! Well the May Sales Tax Report is showing a dropin receipts, so we are now down Year-to-Date (YTD) once again! In comparing the “actual” collections the town is down $4,609.00 YTD, or about one tenth of a percent. Comparing the “adjusted” receipts we are down roughly twelve grand or two tenths of a percent down YTD. So I would paint this as being relatively flat as far as sales tax receipts go, we will hope the summer months bring some more visitors to the valley. Budget preparation work continues, a preliminary budget will be presented to the Joint Facility managers next week, and then our discussions will begin for what is needed and wished for at the plant. Once we get some input we will then have a good number to plug into the Wastewater Fund for treatment costs. Then we will be able to start discussing water and wastewater CIP’s and projected revenues and resulting rate structures. So, yes, all of a sudden we are in the midst ofthe budget season –where has this year gone? On a “happy dance in the street” note, we have mailed the final payment off to Wells Fargo for the lease purchase loan for the Historic Fraser Church! So can I hear a big hip hip hooray? Mike Rantz will be tickled by the news. As always pleasecontact me with any questions or concerns you might have: 726-5491 X206 or nhavens@town.fraser.co.us. at Nat Town of Fraser PO Box 370, Fraser, CO 80442office 970-726-5491fax 970-726-5518 www.frasercolorado.com ASSETS 40 -10210 JFOC CHECKING 0318047507 40 -10215 MONEY MARKET O &M RESERVE 40 -10220 COLOTRUST 8006 -CAP REPLACEMENT 40 -10410 MONEY MARKET CAP REPLACEMENT 40 -10421 CDARS 1012191266 CAP REPL 40 -10422 CDARS 1012193366 CAP REPL 40 -10430 CDARS 1011238323 CAP REPL 40 -11550 A/R WPR 40 -11560 A/R GC #1 40 -11570 A/R TOF LIABILITIES AND EQUITY LIABILITIES 40 -20910 JFOC CAP REPLACEMENT RESERVE 40 -20920 JFOC O &M RESERVE FUND EQUITY FOR ADMINISTRATION USE ONLY TOTAL ASSETS 2,827,458.01 TOTAL LIABILITIES 2,853,375.20 UNAPPROPRIATED FUND BALANCE: REVENUE OVER EXPENDITURES YTD BALANCE CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY TOF JOINT FACILITIES FUND BALANCE SHEET JUNE 30, 2011 JOINT FACILITIES FUND 25,917.19 454,675.92 52, 646.12 368,645.37 51, 093.54 463,398.77 463,398.76 934,496.91 11, 339.76 18, 065.41 9,697.45 2,639,224.99 214,150.21 25,917.19 25,917.19 2,827,458.01 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 04:50PM PAGE: 1 REVENUE TOF JOINT FACILITIES FUND REVENUES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 JOINT FACILITIES FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT 40 -30 -100 INTEREST O &M ACCOUNTS 91.60 503.30 500.00 3.30) 100.7 40 -30 -200 O &M REIMBURSEMENT -WPR 11,339.76 66,575.58 213,632.00 147,056.42 31.2 40 -30 -205 CAPITAL REIMBURSEMENT WPR .00 19.63 73,381.00 73,361.37 .0 40 -30 -210 O &M REIMBURSEMENT GC #1 18,065.41 105,846.74 335,396.00 229,549.26 31.6 40 -30 -215 CAPITAL REIMBURSEMENT GC #1 .00 25.16 94,082.00 94,056.84 .0 40 -30 -220 O &M REIMBURSEMENT TOF 9,697.45 57,010.33 183,899.00 126,888.67 31.0 40 -30 -225 CAPITAL REIMBURSEMENT TOF .00 23.15 86,538.00 86,514.85 .0 40 -30 -230 STUDY REIMBURSEMENT WP .00 311.50 .00 311.50) .0 40 -30 -235 STUDY REIMBURSEMENT GRANBY .00 311.50 .00 311.50) .0 40 -30 -800 INTEREST CAP RES ACCOUNTS 1,932.73 10,954.86 20,000.00 9,045.14 54.8 40 -30 -900 MISCELLANEOUS REVENUE .00 828.00 .00 828.00) .0 40 -30 -999 CARRYOVER BALANCE .00 .00 260,827.00 260,827.00 .0 TOTAL REVENUE TOTAL FUND REVENUE FOR ADMINISTRATION USE ONLY 41,126.95 242,409.75 1,268,255.00 1,025,845.25 19.1 41,126.95 242,409.75 1,268, 255.00 1, 025, 845.25 19.1 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 04:50PM PAGE: 2 PLANT EXPENDITURES PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT FOR ADMINISTRATION USE ONLY TOF JOINT FACILITIES FUND EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 JOINT FACILITIES FUND 40 -85 -110 SALARIES 12,883.59 75,811.95 168,000.00 92,188.05 45.1 40 -85 -210 HEALTH INSURANCE 2,319.69 14,093.13 43,221.00 29,127.87 32.6 40 -85 -220 FICA TAX 951.50 5,595.02 12,582.00 6,986.98 44.5 40 -85 -230 RETIREMENT 515.34 3,032.46 6,720.00 3,687.54 45.1 40 -85 -250 UNEMPLOYMENT TAX 38.65 227.45 504.00 276.55 45.1 40 -85 -280 TRAINING PROGRAMS .00 1,189.25 2,000.00 810.75 59.5 40 -85 -290 TRAVEL MEALS AND LODGING .00 305.94 2,000.00 1,694.06 15.3 40 -85 -295 MEALS LOCAL BUSINESS .00 .00 200.00 200.00 .0 40 -85 -310 LEGAL FEES 1,085.36 3,261.85 6,000.00 2,738.15 54.4 40 -85 -320 AUDIT FEE .00 .00 7,500.00 7,500.00 .0 40 -85 -330 ENGINEERING FEES .00 2,033.57 30,000.00 27,966.43 6.8 40 -85 -350 SLUDGE REMOVAL 2,959.05 22,855.42 65,000.00 42,144.58 35.2 40 -85 -370 PROFESSIONAL SERVICES 232.00 2,326.50 36,500.00 34,173.50 6.4 40 -85 -375 REIMBURSABLE PROF SERVICES .00 623.00 .00 623.00) .0 40 -85 -410 BANK CHARGES .00 .00 100.00 100.00 .0 40 -85 -430 INSURANCE PLANT .00 .00 25,000.00 25,000.00 .0 40 -85 -460 PLANT MAINTENANCE AND REPAIR 2,048.83 6,523.56 40,000.00 33,476.44 16.3 40 -85 -475 GROUNDS MAINTENANCE .00 .00 2,000.00 2,000.00 .0 40 -85 -480 EQUIPMENT RENTAL .00 .00 500.00 500.00 .0 40 -85 -490 PROFESSIONAL MEMBERSHIPS .00 .00 500.00 500.00 .0 40 -85 -500 OPERATING SUPPLIES 539.59 1,891.18 20,000.00 18,108.82 9.5 40 -85 -506 OPERATING SUPPLIES CHEMICALS 5,128.17 27,574.78 65,000.00 37,425.22 42.4 40 -85 -510 EQUIPMENT PURCHASE AND REPAIR .00 2,367.54 20,000.00 17,632.46 11.8 40 -85 -520 TESTING 2,228.50 15,470.86 37,000.00 21,529.14 41.8 40 -85 -525 PERMITS .00 147.10 25,000.00 24,852.90 .6 40 -85 -560 UTILITIES TELEPHONE 195.52 1,189.77 5,500.00 4,310.23 21.6 40 -85 -562 UTILITIES ELECTRICITY 6,814.69 37,269.48 90,000.00 52,730.52 41.4 40 -85 -565 UTILITIES NATURAL GAS 235.49 2,925.92 9,000.00 6,074.08 32.5 40 -85 -567 UTILITIES PLANT GENERATOR .00 240.41 2,500.00 2,259.59 9.6 40 -85 -569 UTILITIES TRASH REMOVAL 146.42 864.39 3,500.00 2,635.61 24.7 40 -85 -650 VEHICLE EXPENSES 451.23 1,906.11 6,000.00 4,093.89 31.8 40 -85 -690 MISCELLANEOUS EXPENSE 329.00 329.00 1,000.00 671.00 32.9 40 -85 -730 CAPITAL PROJECTS 28,815.58 29,992.52 330,000.00 300,007.48 9.1 40 -85 -930 CAPITAL RESERVE PROJECTS 160.19 8,278.78 20,000.00 11,721.22 41.4 TOTAL PLANT EXPENDITURES 68,078.39 268,326.94 1,082,827.00 814,500.06 24.8 TOTAL FUND EXPENDITURES 68,078.39 268,326.94 1,082,827.00 814,500.06 24.8 NET REVENUE OVER EXPENDITURES 26,951.44) 25,917.19) 185,428.00 211,345.19 14.0 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 04:50PM PAGE: 3 1[6'9V 1991 E- 1E9'1, 9Z 0 1179 i0/nla# i0/nla# i0/nla# i0 /nla# i0/nla# i0/nla# i0/nla# Icz E- Icz E- X1,6`7 1,00`01, iZ6`6 L8i`17- [9`Z V9Z EL6`6 112,008 141,137 120,760 111,732 I iE`S6 134,608 178,147 50,000 89L`506 50,000 EEL`6E 1,$ E61,`ZE 8ii`0Z$ S6S`6Z 1,$ 1,59`9£ l,$ 8SL`6S 1,$ 681, `001,$ 9S9`EL$ 0$ 0$ 0$ 0$ 0$ 0$ 0$ EOL`6Z6$ L6Z`OZ9$ 000`099` 1,$ EOL`6Z6$ 26'6S $10,447 6 l,S`6E 1,$ 8£1,`[17 $157,146 $100,453 $83,629 $112,008 $141,137 09L`OZ 1,$ E $95,341 $134,608 $178,147 Z917 990`929` 1,$ 000`009` 1,$ $73,935 Z917 V6'0 L1,'V LL'9[ 99'9 Z9'6Z 9E 01, ZO' 6 ZZ' 8 6917 V6'9 V6• E LE'E V1;6Z E' 7 L E 69•EE 90' l,E 60•17' EZ'L 00' 0 906`V L8S`S i 60`E 1,517`71, [EL`Z l, L 1,6`Z1, 1, S96`V �1, `V 6SL`7 [61,`SE 6Z8`17 60[El 45,345 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9SE`017 0E9`0Z SL6` 1,1, 6E8`6L [S1,` 9E8`Zl, 24,109 S6Z`Z 1, 162,944 O $154,114 EZS`091,$ SE 1,`591,$ L99`9[ l,$ S9E`88$ 6E9`S l,$ $142,486 $139,446 $127,186 $114,357 [9[`EE[$ 91,0`661,$ $1,645,035 000`009` 1,$ SE0`S17$ [8'Z $186,263 9EZ`Z91,$ 699`881,$ SEI,0 $98,722 69Z`9E 1,$ $154,461 S8Z`6 $120,035 0ZS` 1,01,$ ZL0`601,$ [[E[[Z$ 6L6`L08` 1,$ 000`009` 1,$ 6L6`LOZ$ 00'El, CD CNI CD CD N CD CNI CD CD N EA CD CNI CD CD -c (B a a o o C E ui 2Q2-)-Q(wOZO F-m<o E 0 N O O N E EA O O N O) O O N E EA O) O O N 00 O O N 1 a) 0--)u-2<2-)-)<(00Z0 F-m<o Town of Fraser Sales Tax Report Adjusted Collections Town of Fraser Sales Tax Report Actual Collections COMBINED CASH ACCOUNTS 01 -10200 GENERAL CHECKING #878 000884 01 -10220 GENERAL CO -01- 0160 -8001 TOTAL COMBINED CASH 01 -10100 CASH ALLOCATED TO OTHER FUNDS CASH ALLOCATION RECONCILIATION 10 ALLOCATION TO GENERAL FUND 20 ALLOCATION TO CONSERVATION TRUST FUND 30 ALLOCATION TO CAPITAL EQUIP REPLACEMENT FUND 32 ALLOCATION TO CAPITAL ASSET FUND 40 ALLOCATION TO DEBT SERVICE FUND 50 ALLOCATION TO WATER FUND 55 ALLOCATION TO WASTEWATER FUND 70 ALLOCATION TO PETERSEN TRUST TOTAL ALLOCATIONS TO OTHER FUNDS ALLOCATION FROM COMBINED CASH FUND 01 -10100 FOR ADMINISTRATION USE ONLY TOWN OF FRASER COMBINED CASH INVESTMENT JUNE 30, 2011 187,289.53 6,630,406.77 6,817,696.30 6,817,696.30) TOTAL UNALLOCATED CASH .00 3,303,371.36 50,889.75 314,075.37 151,535.57 523,783.94 438,711.61 2,017,563.49 17, 765.21 6,817,696.30 6,817,696.30) ZERO PROOF IF ALLOCATIONS BALANCE .00 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 1 ASSETS TOWN OF FRASER BALANCE SHEET JUNE 30, 2011 GENERAL FUND 10 -10100 CASH COMBINED FUND 3,303,371.36 10 -11100 PROPERTY TAXES RECEIVABLE 268,139.00 10 -11550 ACCTS REC BILLINGS 53,809.85 10 -12000 ALLOWANCE FOR DOUBTFUL ACCTS. 24,765.80) TOTAL ASSETS 3,600,554.41 LIABILITIES AND EQUITY LIABILITIES 10 -21000 ACCRUED WAGES 25,142.07 10 -21710 FWT /FICA PAYABLE 8,533.90 10 -21730 STATE WITHHOLDING PAYABLE 3,741.00 10 -21740 UNEMPLOYMENT TAXES PAYABLE 708.51 10 -21750 RETIREMENT PLAN PAYABLE 2,817.20 10 -21755 457 DEFERRED COMP PAYABLE 1,769.10 10 -21760 HEALTH INSURANCE PAYABLE 829.25) 10 -21773 DEPENDENT CARE PAYABLE 1,696.25) 10 -21775 FLEX HEALTH PLAN PAYABLE 5,450.56 10 -22210 DEFERRED TAXES 268,139.35 10 -22920 SUBDIVISION IMP SECURITY DEP 39,441.06 10 -22930 DRIVEWAY PERMIT SURETY 3,500.00 10 -22940 PRE ANNEXATION DEPOSIT BPR 10,000.00 TOTAL LIABILITIES 366,717.25 FUND EQUITY 10 -27000 RESFUND BAL SAVINGS 750,000.00 10 -27100 RESTRICTED FUND BALANCE 223,805.00 UNAPPROPRIATED FUND BALANCE: 10 -29800 FUND BALANCE BEGINNING OF YR REVENUE OVER EXPENDITURES YTD BALANCE CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY FOR ADMINISTRATION USE ONLY 2,228,062.26 31,969.90 2,260,032.16 3,233,837.16 3,600,554.41 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 2 TAXES 10 -31 -100 GENERAL FUND PROPERTY TAX 10 -31 -200 SPECIFIC OWNERSHIP TAX 10 -31 -300 MOTOR VEHICLE TAX 10 -31 -400 TOWN SALES TAX 10 -31 -410 USE TAX- BUILDING MATERIALS 10 -31 -420 USE TAX MOTOR VEHICLE SALES 10 -31 -430 STATE CIGARETTE TAX 10 -31 -800 FRANCHISE FEES TOTAL TAXES LICENSES PERMITS 10 -32 -100 BUSINESS LICENSE FEES 10 -32 -110 LIQUOR LICENSE FEES TOTAL LICENSES PERMITS CHARGES FOR SERVICES TOTAL CHARGES FOR SERVICES MISCELLANEOUS REVENUE 10 -36 -100 INTEREST EARNINGS 10 -36 -300 RENTAL INCOME 10 -36 -610 REIMBURSABLE PROF SERVICES 10 -36 -900 MISCELLANEOUS REVENUE TOTAL MISCELLANEOUS REVENUE 7,556.68 OTHER SOURCES TRANSFERS 10 -39 -900 TRANSFERS IN FROM OTHER FUNDS 10 -39 -999 CARRYOVER BALANCE TOTAL OTHER SOURCES TRANSFERS TOTAL FUND REVENUE FOR ADMINISTRATION USE ONLY TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 GENERAL FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT 26,659.67 202,011.91 250,000.00 47,988.09 80.8 735.75 3,687.90 8,000.00 4,312.10 46.1 446.50 1,683.00 4,000.00 2,317.00 42.1 110,981.72 542,648.21 1,550,000.00 1,007,351.79 35.0 13,011.67 28,373.64 15,000.00 13,373.64) 189.2 3,067.56 13,691.79 20,000.00 6,308.21 68.5 502.42 1,658.46 6,500.00 4,841.54 25.5 1,922.49 17,155.37 40,000.00 22,844.63 42.9 157,327.78 810,910.28 1,893,500.00 1,082,589.72 42.8 320.00) 10,760.00 13,000.00 2,240.00 82.8 1,575.00 3,398.75 1,500.00 1,898.75) 226.6 1,255.00 14,158.75 14,500.00 341.25 97.7 10 -34 -100 ANNEXATION FEES .00 .00 1,000.00 1,000.00 .0 10 -34 -110 ZONING FEES .00 22,121.45 1,500.00 20,621.45) 1474.8 10 -34 -120 SUBDIVISION FEES .00 900.00 1,500.00 600.00 60.0 10 -34 -130 MISCELLANEOUS PLANNING FEES 40.00 460.00 1,000.00 540.00 46.0 40.00 23,481.45 292.08 580.00 6,402.60 282.00 2,140.63 6,320.00 12,560.30 22,644.47 166,179.46 892,215.88 5,000.00 18,481.45) 469.6 8,000.00 9,000.00 75,000.00 35,000.00 43,665.40 127,000.00 5,859.37 26.8 2,680.00 70.2 62,439.70 16.8 12,355.53 64.7 83,334.60 34.4 .00 .00 50,000.00 50,000.00 .0 .00 .00 2,167,405.00 2,167,405.00 .0 .00 .00 2,217,405.00 2,217,405.00 .0 4,257,405.00 3,365,189.12 21.0 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 3 TOWN BOARD TOTAL TOWN BOARD FOR ADMINISTRATION USE ONLY TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 GENERAL FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT 10 -41 -110 SALARIES 4,840.00 11,530.00 26,000.00 14,470.00 44.4 10 -41 -220 FICA TAX 370.26 882.06 1,989.00 1,106.94 44.4 10 -41 -280 TRAINING PROGRAMS .00 574.67 2,000.00 1,425.33 28.7 10 -41 -290 TRAVEL, MEALS AND LODGING 102.56 644.74 3,000.00 2,355.26 21.5 10 -41 -295 MEALS AND ENTERTAINMENT 469.89 1,527.78 6,000.00 4,472.22 25.5 10 -41 -690 MISCELLANEOUS EXPENSE .00 86.91 2,500.00 2,413.09 3.5 10 -41 -860 GRANTS AND AID TO AGENCIES .00 .00 2,500.00 2,500.00 .0 10 -41 -861 INTERGOVERNMENTAL AGREEMENTS .00 9,000.00 15,000.00 6,000.00 60.0 10 -41 -862 FRASER/WINTER PARK POLICE DEPT 31,528.00 189,168.00 375,000.00 185,832.00 50.4 10 -41 -863 STREET LIGHTING AND SIGNALS 1,384.78 5,698.86 18,000.00 12,301.14 31.7 10 -41 -864 SPECIAL EVENTS .00 .00 10,000.00 10,000.00 .0 10 -41 -866 WOOD STOVE REBATES .00 .00 1,000.00 1,000.00 .0 10 -41 -867 CHAMBER OF COMMERCE IGA .00 10,624.49 51,615.00 40,990.51 20.6 10 -41 -868 WINTER SHUTTLE IGA .00 37,925.58 48,000.00 10,074.42 79.0 10 -41 -870 BUSINESS DIST STREETSCAPE .00 415.00 .00 415.00) .0 10 -41 -871 BUSINESS ENHANCEMENT PROGRAMS 1,750.00 4,654.00 15,000.00 10,346.00 31.0 40,445.49 272,732.09 577,604.00 304,871.91 47.2 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 4 ADMINISTRATION TOTAL ADMINISTRATION FOR ADMINISTRATION USE ONLY TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 GENERAL FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT 10 -45 -110 SALARIES 14,578.98 94,763.37 215,250.00 120,486.63 44.0 10 -45 -210 HEALTH INSURANCE 2,782.30 18,129.16 40,482.00 22,352.84 44.8 10 -45 -220 FICA TAX 1,032.81 6,702.43 16,467.00 9,764.57 40.7 10 -45 -230 RETIREMENT 572.38 3,720.47 8,610.00 4,889.53 43.2 10 -45 -250 UNEMPLOYMENT TAX 43.72 284.18 646.00 361.82 44.0 10 -45 -280 TRAINING PROGRAMS .00 255.00 4,000.00 3,745.00 6.4 10 -45 -290 TRAVEL, MEALS AND LODGING .00 .00 4,000.00 4,000.00 .0 10 -45 -295 MEALS AND ENTERTAINMENT 154.97 1,348.75 3,000.00 1,651.25 45.0 10 -45 -310 LEGAL FEES 14,101.18 28,478.28 50,000.00 21,521.72 57.0 10 -45 -320 AUDIT FEES 1,870.00 14,370.00 18,000.00 3,630.00 79.8 10 -45 -330 ENGINEERING FEES 1,949.29 2,717.29 5,000.00 2,282.71 54.4 10 -45 -360 COMPUTERS NETWORKS AND SUPPORT 1,719.45 11,921.93 30,000.00 18,078.07 39.7 10 -45 -370 OTHER PROFESSIONAL SERVICES 4,763.00 8,988.00 40,000.00 31,012.00 22.5 10 -45 -375 REIMBURSABLE PROF SERVICES 384.00 4,636.85 75,000.00 70,363.15 6.2 10 -45 -380 JANITORIAL SERVICES 859.06 3,578.46 13,125.00 9,546.54 27.3 10 -45 -385 TREASURERS FEES 533.19 4,041.57 7,500.00 3,458.43 53.9 10 -45 -395 RECORDING FEES .00 .00 1,000.00 1,000.00 .0 10 -45 -410 BANK CHARGES 49.60 354.70 600.00 245.30 59.1 10 -45 -420 ELECTIONS .00 .00 2,500.00 2,500.00 .0 10 -45 -430 INSURANCE ALL DEPARTMENTS .00 41,115.88 48,000.00 6,884.12 85.7 10 -45 -440 ADVERTISING 34.81 92.92 1,500.00 1,407.08 6.2 10 -45 -490 PROFESSIONAL MEMBERSHIPS .00 5,297.49 7,500.00 2,202.51 70.6 10 -45 -500 OPERATING SUPPLIES 1,364.65 5,044.53 16,000.00 10,955.47 31.5 10 -45 -510 EQUIPMENT PURCHASE AND REPAIR .00 560.15 20,000.00 19,439.85 2.8 10 -45 -550 POSTAGE 383.90 911.33 3,000.00 2,088.67 30.4 10 -45 -560 UTILITIES TELEPHONE 392.83 2,573.94 8,500.00 5,926.06 30.3 10 -45 -561 UTILITIES NATURAL GAS .00 2,066.47 6,200.00 4,133.53 33.3 10 -45 -562 UTILITIES ELECTRICITY 424.86 2,548.08 7,000.00 4,451.92 36.4 10 -45 -569 UTILITIES TRASH REMOVAL 90.00 538.94 2,000.00 1,461.06 27.0 10 -45 -670 PROP MGMT 117 EISENHOWER DR 613.49 6,943.20 25,000.00 18,056.80 27.8 10 -45 -671 PROP MGMT 105 FRASER AVE .00 .00 1,000.00 1,000.00 .0 10 -45 -673 PROP MGMT 153 FRASER AVE .00 3,716.67 12,000.00 8,283.33 31.0 10 -45 -674 PROP MGMT 200 EISENHOWER DR 25.00 1,114.92 2,000.00 885.08 55.8 10 -45 -676 PROP MGMT 400 DOC SUSIE AVE .00 .00 1,000.00 1,000.00 .0 10 -45 -690 MISCELLANEOUS EXPENSE 16.17 16.17 5,000.00 4,983.83 .3 10 -45 -810 LEASE /PURCHASE PRINCIPAL .00 24,893.86 50,455.00 25,561.14 49.3 10 -45 -820 LEASE /PURCHASE INTEREST .00 11,909.41 23,150.00 11,240.59 51.4 48,739.64 313,634.40 774,485.00 460,850.60 40.5 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 5 PUBLIC WORKS TOTAL PUBLIC WORKS WALK THROUGH HISTORY PARK 10 -65 -560 UTILITIES TELEPHONE 10 -65 -670 PROP MGMT 120 ZEREX TOTAL WALK THROUGH HISTORY PARK FOR ADMINISTRATION USE ONLY TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 GENERAL FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT 10 -60 -110 SALARIES 25,257.86 139,670.92 346,500.00 206,829.08 40.3 10 -60 -210 HEALTH INSURANCE 4,447.59 28,998.02 60,000.00 31,001.98 48.3 10 -60 -220 FICA TAX 1,828.27 10,013.24 26,507.00 16,493.76 37.8 10 -60 -230 RETIREMENT 819.47 5,357.62 13,860.00 8,502.38 38.7 10 -60 -250 UNEMPLOYMENT TAX 75.78 418.95 1,040.00 621.05 40.3 10 -60 -280 TRAINING PROGRAMS 458.00 474.19 2,000.00 1,525.81 23.7 10 -60 -290 TRAVEL, MEALS AND LODGING .00 115.09 2,000.00 1,884.91 5.8 10 -60 -295 MEALS AND ENTERTAINMENT 47.16 160.32 500.00 339.68 32.1 10 -60 -330 ENGINEERING FEES 2,232.00 7,594.25 20,000.00 12,405.75 38.0 10 -60 -370 OTHER PROFESSIONAL SERVICES .00 247.00 2,500.00 2,253.00 9.9 10 -60 -475 CONTRACT SNOW REMOVAL .00 2,840.00 .00 2,840.00) .0 10 -60 -480 EQUIPMENT RENTAL .00 .00 5,000.00 5,000.00 .0 10 -60 -490 PROFESSIONAL MEMBERSHIPS .00 240.00 500.00 260.00 48.0 10 -60 -500 OPERATING SUPPLIES 5,126.64 36,146.46 65,000.00 28,853.54 55.6 10 -60 -506 PLANTS /PLANTER SUPPLIES 3,392.67 3,773.04 10,000.00 6,226.96 37.7 10 -60 -510 EQUIPMENT PURCHASE AND REPAIR 752.04 12,139.23 40,000.00 27,860.77 30.4 10 -60 -560 UTILITIES TELEPHONE 140.51 839.45 3,000.00 2,160.55 28.0 10 -60 -561 UTILITIES NATURAL GAS .00 2,892.93 7,500.00 4,607.07 38.6 10 -60 -562 UTILITIES ELECTRICITY 144.97 860.63 3,500.00 2,639.37 24.6 10 -60 -569 UTILITIES TRASH REMOVAL 89.33 319.53 2,500.00 2,180.47 12.8 10 -60 -670 PROP MGMT 125 FRASER AVE .00 405.03 5,000.00 4,594.97 8.1 10 -60 -673 PROP MGMT FRASER RIVER TRAIL .00 .00 35,000.00 35,000.00 .0 10 -60 -674 PROP MGMT HWY 40 PEDESTRIAN .00 .00 5,000.00 5,000.00 .0 10 -60 -676 PROP MGMT OLD SCHLHOUSE PK .00 .00 500.00 500.00 .0 10 -60 -678 PROP MGMT WALK THRU HIST PRK .00 .00 5,000.00 5,000.00 .0 10 -60 -679 PROP MGMT SCHOOL BUS GARAGE 50.39 3,972.50 8,000.00 4,027.50 49.7 10 -60 -680 PROP MGMT GARDNER SHED .00 40.00 .00 40.00) .0 10 -60 -681 PROP MGMT COZENS RANCH PARK 260.00 1,695.00 10,000.00 8,305.00 17.0 10 -60 -682 PROP MGMT AMTRAK STATION .00 .00 1,500.00 1,500.00 .0 10 -60 -683 PROP MGMT PTARMIGAN OS .00 .00 1,500.00 1,500.00 .0 10 -60 -684 PROP MGMT FRODO .00 .00 2,500.00 2,500.00 .0 10 -60 -690 MISCELLANEOUS EXPENSE 1,462.50 1,462.50 5,000.00 3,537.50 29.3 10 -60 -725 STREET IMPROVEMENTS 1,919.19 5,754.11 10,000.00 4,245.89 57.5 48,504.37 266,430.01 700,907.00 434,476.99 38.0 40.23 241.37 1,000.00 758.63 24.1 .00 .00 2,000.00 2,000.00 .0 40.23 241.37 3,000.00 2,758.63 8.1 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 6 TRANSFERS TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 GENERAL FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT 10 -90 -920 TRANSFER TO CERF POLICE DEPT .00 .00 35,000.00 35,000.00 .0 10 -90 -930 TRANSFER TO CERF PUBLICWORKS .00 .00 50,000.00 50,000.00 .0 10 -90 -935 TRANSFER TO CAF .00 .00 100,000.00 100,000.00 .0 10 -90 -940 TRANSFER TO DEBT SERVICE FUND .00 .00 247,250.00 247,250.00 .0 10 -90 -950 TRANSFER TO WATER FUND .00 .00 23,000.00 23,000.00 .0 10 -90 -960 TRANSFER TO FREP .00 .00 50,000.00 50,000.00 .0 TOTAL TRANSFERS FISCAL AGENT .00 .00 505,250.00 505,250.00 .0 10 -95 -110 SALARIES 1,620.00) 4,809.54 .00 4,809.54) .0 10 -95 -210 HEALTH INSURANCE 475.78) 1,843.91 .00 1,843.91) .0 10 -95 -220 FICA TAX 126.96) 347.85 .00 347.85) .0 10 -95 -230 RETIREMENT 64.80) 192.38 .00 192.38) .0 10 -95 -250 UNEMPLOYMENT TAX 4.86) 14.43 .00 14.43) .0 TOTAL FISCAL AGENT 2,292.40) 7,208.11 .00 7,208.11) .0 TOTAL FUND EXPENDITURES 135,437.33 860,245.98 2,561,246.00 1,701,000.02 33.6 NET REVENUE OVER EXPENDITURES 30,742.13 31,969.90 1,696,159.00 1,664,189.10 1.9 FOR ADMINISTRATION USE ONLY 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 7 ASSETS 20 -10100 CASH COMBINED FUND 50,889.75 TOTAL ASSETS 50,889.75 LIABILITIES AND EQUITY FUND EQUITY UNAPPROPRIATED FUND BALANCE: 20 -29800 FUND BALANCE BEGINNING OF YR REVENUE OVER EXPENDITURES YTD BALANCE CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY FOR ADMINISTRATION USE ONLY TOWN OF FRASER BALANCE SHEET JUNE 30, 2011 CONSERVATION TRUST FUND 48,477.36 2,412.39 50,889.75 50,889.75 50,889.75 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 8 REVENUE TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 CONSERVATION TRUST FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT 20 -30 -100 CONS TRUST (LOTTERY) PROCEEDS 1,115.93 2,379.90 5,900.00 3,520.10 40.3 20 -30 -800 INTEREST EARNINGS 4.27 32.49 60.00 27.51 54.2 20 -30 -999 CARRYOVER BALANCE .00 .00 49,388.00 49,388.00 .0 TOTAL REVENUE 1,120.20 2,412.39 55,348.00 52,935.61 4.4 TOTAL FUND REVENUE 1,120.20 2,412.39 55,348.00 52,935.61 4.4 FOR ADMINISTRATION USE ONLY 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 9 EXPENDITURES 20 -40 -910 TRANSFER TO GENERAL FUND TOTAL EXPENDITURES TOTAL FUND EXPENDITURES NET REVENUE OVER EXPENDITURES FOR ADMINISTRATION USE ONLY TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 CONSERVATION TRUST FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT .00 .00 50,000.00 50,000.00 .0 .00 .00 50,000.00 50,000.00 .0 .00 .00 50,000.00 50,000.00 .0 1,120.20 2,412.39 5,348.00 2,935.61 45.1 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 10 ASSETS 30 -10100 CASH COMBINED FUND 314,075.37 TOTAL ASSETS 314,075.37 LIABILITIES AND EQUITY FUND EQUITY UNAPPROPRIATED FUND BALANCE: 30 -29800 FUND BALANCE BEGINNING OF YR REVENUE OVER EXPENDITURES YTD BALANCE CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY FOR ADMINISTRATION USE ONLY TOWN OF FRASER BALANCE SHEET JUNE 30, 2011 CAPITAL EQUIP REPLACEMENT FUND 295,849.48 18,225.89 314,075.37 314,075.37 314,075.37 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 11 REVENUE TOTAL FUND REVENUE FOR ADMINISTRATION USE ONLY TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 CAPITAL EQUIP REPLACEMENT FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT 30 -30 -100 HWY USE TAX PROCEEDS 3,465.56 18,019.38 42,420.00 24,400.62 42.5 30 -30 -800 INTEREST EARNINGS 27.46 206.51 550.00 343.49 37.6 30 -30 -900 TRANSFER FROM G/F POLICEDEPT .00 .00 35,000.00 35,000.00 .0 30 -30 -910 TRANSFER FROM G/F PUBLICWORK .00 .00 50,000.00 50,000.00 .0 30 -30 -920 TRANSFER FROM UTILITY FUNDS .00 .00 20,000.00 20,000.00 .0 30 -30 -999 CARRYOVER BALANCE .00 .00 292,518.00 292,518.00 .0 TOTAL REVENUE 3,493.02 18,225.89 440,488.00 422,262.11 4.1 3,493.02 18,225.89 440,488.00 422,262.11 4.1 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 12 EXPENDITURES TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 CAPITAL EQUIP REPLACEMENT FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT 30 -40 -745 PUBLIC SAFETY FLEET PURCHASE .00 .00 35,000.00 35,000.00 .0 30 -40 -750 REGULAR FLEET PURCHASE .00 .00 15,000.00 15,000.00 .0 30 -40 -755 HEAVY EQUIPMENT PURCHASE .00 .00 15,000.00 15,000.00 .0 TOTAL EXPENDITURES .00 .00 65,000.00 65,000.00 .0 TOTAL FUND EXPENDITURES .00 .00 65,000.00 65,000.00 .0 NET REVENUE OVER EXPENDITURES 3,493.02 18,225.89 375,488.00 357,262.11 4.9 FOR ADMINISTRATION USE ONLY 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 13 ASSETS 32 -10100 CASH COMBINED FUND 151,535.57 TOTAL ASSETS 151,535.57 LIABILITIES AND EQUITY FUND EQUITY UNAPPROPRIATED FUND BALANCE: 32 -29800 FUND BALANCE BEGINNING OF YR REVENUE OVER EXPENDITURES YTD BALANCE CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY FOR ADMINISTRATION USE ONLY TOWN OF FRASER BALANCE SHEET JUNE 30, 2011 CAPITAL ASSET FUND 150,586.08 949.49 151,535.57 151,535.57 151,535.57 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 14 CAPITAL ASSET REVENUE FOR ADMINISTRATION USE ONLY TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 CAPITAL ASSET FUND 32 -30 -800 INTEREST EARNINGS 13.42 103.85 375.00 271.15 27.7 32 -30 -910 TRANSFER IN FROM GENERAL FUND .00 .00 100,000.00 100,000.00 .0 32 -30 -999 CARRYOVER FUND BALANCE .00 .00 150,575.00 150,575.00 .0 TOTAL CAPITAL ASSET REVENUE 13.42 TOTAL FUND REVENUE 13.42 PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT 103.85 250,950.00 250,846.15 .0 103.85 250,950.00 250,846.15 .0 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 15 CAPITAL ASSET EXPENDITURES TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 CAPITAL ASSET FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT 32 -40 -810 CAPITAL PROJ- STREETS EXISTING 845.64) 845.64) 250,000.00 250,845.64 .3) TOTAL CAPITAL ASSET EXPENDITURES 845.64) 845.64) 250,000.00 250,845.64 .3) TOTAL FUND EXPENDITURES 845.64) 845.64) 250,000.00 250,845.64 .3) NET REVENUE OVER EXPENDITURES FOR ADMINISTRATION USE ONLY 859.06 949.49 950.00 .51 100.0 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 16 INTERGOVERNMENTAL REVENUE 35 -30 -100 GRANTS AND AWARDS 35 -30 -910 TRANSFER IN FROM GENERAL FUND TOTAL INTERGOVERNMENTAL REVENUE TOTAL FUND REVENUE FOR ADMINISTRATION USE ONLY TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 FREP FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT .00 .00 610,000.00 610,000.00 .0 .00 .00 50,000.00 50,000.00 .0 .00 .00 660,000.00 660,000.00 .0 .00 .00 660,000.00 660,000.00 .0 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 17 TOWN OF FRASER EXPENSES TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 FREP FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT 35 -50 -440 F/WP TRAIL LINK CONSTRUCTION .00 .00 260,000.00 260,000.00 .0 35 -50 -450 LIONS FISH PONDS IMPROVEMENTS .00 .00 400,000.00 400,000.00 .0 TOTAL TOWN OF FRASER EXPENSES .00 .00 660,000.00 660,000.00 .0 TOTAL FUND EXPENDITURES .00 .00 660,000.00 660,000.00 .0 NET REVENUE OVER EXPENDITURES .00 .00 .00 .00 .0 FOR ADMINISTRATION USE ONLY 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 18 ASSETS TOWN OF FRASER BALANCE SHEET JUNE 30, 2011 DEBT SERVICE FUND 40 -10100 CASH COMBINED FUND 523,783.94 40 -11100 PROPERTY TAXES RECEIVABLE 80,000.00 TOTAL ASSETS 603,783.94 LIABILITIES AND EQUITY LIABILITIES 40 -22210 DEFERRED PROPERTY TAXES TOTAL LIABILITIES FUND EQUITY 80,000.00 40 -27000 RESFUND BAL -1 YEARS PAYMENT 300,000.00 40 -27100 RESTRICTED FUND BALANCE 379,358.00 UNAPPROPRIATED FUND BALANCE: REVENUE OVER EXPENDITURES YTD 155,574.06) BALANCE CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY FOR ADMINISTRATION USE ONLY 155,574.06) 80,000.00 523,783.94 603,783.94 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 19 REVENUE TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 DEBT SERVICE FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT 40 -30 -100 PROPERTY TAX 7,954.61 60,274.64 80,000.00 19,725.36 75.3 40 -30 -200 SPECIFIC OWNERSHIP TAX 219.53 1,110.08 4,000.00 2,889.92 27.8 40 -30 -800 INTEREST EARNINGS 45.76 460.26 3,500.00 3,039.74 13.2 40 -30 -910 TRANSFER IN FROM GENERAL FUND .00 .00 247,250.00 247,250.00 .0 TOTAL REVENUE 8,219.90 61,844.98 334,750.00 272,905.02 18.5 TOTAL FUND REVENUE 8,219.90 61,844.98 334,750.00 272,905.02 18.5 FOR ADMINISTRATION USE ONLY 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 20 EXPENDITURES TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 DEBT SERVICE FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT 40 -40 -385 TREASURERS FEES GO BOND 159.09 1,205.91 2,000.00 794.09 60.3 40 -40 -810 BOND PRINCIPAL 02 S &U ISSUE .00 25,000.00 25,000.00 .00 100.0 40 -40 -811 BOND PRINCIPAL 98 GO ISSUE 140,000.00) .00 35,000.00 35,000.00 .0 40 -40 -812 BOND PRINCIPAL 98 S &U ISSUE 140,000.00 140,000.00 140,000.00 .00 100.0 40 -40 -820 BOND INTEREST 02 S &U ISSUE .00 5,600.00 15,856.00 10,256.00 35.3 40 -40 -821 BOND INTEREST 98 GO ISSUE 37,085.00) 7,928.13 13,976.00 6,047.87 56.7 40 -40 -822 BOND INTEREST 98 S &U ISSUE 37,085.00 37,085.00 70,565.00 33,480.00 52.6 40 -40 -850 BOND AGENT FEES .00 600.00 2,500.00 1,900.00 24.0 40 -40 -910 TRANSFER TO DSF RESERVES .00 .00 29,853.00 29,853.00 .0 TOTAL EXPENDITURES 159.09 217,419.04 334,750.00 117,330.96 65.0 TOTAL FUND EXPENDITURES 159.09 217,419.04 334,750.00 117,330.96 65.0 NET REVENUE OVER EXPENDITURES 8,060.81 155,574.06) .00 155,574.06 .0 FOR ADMINISTRATION USE ONLY 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 21 ASSETS 50 -10100 CASH COMBINED FUND 438,711.61 50 -11500 A/R CUSTOMER SERVICE CHARGES 157,273.62 50 -11550 A/R BILLINGS 40.00 50 -11600 A/R FOX RUN -GRAND CO HOUSING 31,800.00 50 -16100 LAND 100,000.00 50 -16200 BUILDINGS 2,915,858.49 50 -16203 WELLS SYSTEM 768,371.74 50 -16212 WATER DISTRIBUTION /STORAGE 9,845,211.82 50 -16213 WELLS 1,063,119.43 50 -16400 EQUIPMENT 239,923.02 50 -16500 WATER RIGHTS 19,775.86 50 -17900 ACCUMULATED DEPRECIATION 2,725,428.67) TOTAL ASSETS 12,854,656.92 LIABILITIES AND EQUITY LIABILITIES 50 -20775 DUE TO RENDEZVOUS TAPS 50 -21100 ACCRUED PTO AND BENEFITS 50 -22910 ROAD CUT SURITY FEES TOTAL LIABILITIES 61,377.99 FUND EQUITY 50 -27000 RESFUND BAL 0 M 100,000.00 UNAPPROPRIATED FUND BALANCE: 50 -29800 RETAINED EARNINGS REVENUE OVER EXPENDITURES YTD BALANCE CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY FOR ADMINISTRATION USE ONLY TOWN OF FRASER BALANCE SHEET JUNE 30, 2011 WATER FUND 12,596,650.23 96,628.70 30,800.00 8,138.49 22,439.50 12,693,278.93 12,793,278.93 12,854,656.92 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 22 LICENSES PERMITS CHARGES FOR SERVICES TOTAL CHARGES FOR SERVICES MISCELLANEOUS REVENUE 50 -36 -100 INTEREST EARNINGS 50 -36 -900 MISCELLANEOUS REVENUE OTHER SOURCES TRANSFERS TOTAL FUND REVENUE FOR ADMINISTRATION USE ONLY TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 WATER FUND 50 -32 -100 EXCAVATION PERMIT FEES .00 .00 200.00 200.00 .0 TOTAL LICENSES PERMITS .00 .00 200.00 200.00 .0 50 -34 -100 CUSTOMER SERVICE CHARGES 148,972.75 301,225.00 604,359.00 303,134.00 49.8 50 -34 -150 PENALTIES INTEREST 1,313.34 3,548.05 1,000.00 2,548.05) 354.8 50 -34 -200 PLANT INVESTMENT FEES .00 .00 8,000.00 8,000.00 .0 50 -34 -300 WATER METER SALES 2,040.00 2,890.00 1,000.00 1,890.00) 289.0 TOTAL MISCELLANEOUS REVENUE 129.66 PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT 152,326.09 307,663.05 614,359.00 306,695.95 50.1 39.66 90.00 272.33 3,645.60 50 -39 -999 CARRYOVER BALANCE .00 .00 299,665.00 299,665.00 .0 TOTAL OTHER SOURCES TRANSFERS .00 .00 299,665.00 299,665.00 .0 152,455.75 311,580.98 1,000.00 5,000.00 3,917.93 6,000.00 727.67 27.2 1,354.40 72.9 2,082.07 65.3 920,224.00 608,643.02 33.9 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 23 EXPENDITURES TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 WATER FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT 50 -40 -110 SALARIES 15,255.96 96,240.05 199,500.00 103,259.95 48.2 50 -40 -210 HEALTH INSURANCE 3,106.03 20,231.13 44,800.00 24,568.87 45.2 50 -40 -220 FICA TAX 1,069.06 6,739.76 15,262.00 8,522.24 44.2 50 -40 -230 RETIREMENT 578.51 3,777.64 7,980.00 4,202.36 47.3 50 -40 -250 UNEMPLOYMENT TAX 44.36 286.34 599.00 312.66 47.8 50 -40 -280 TRAINING PROGRAMS 90.00 557.11 3,000.00 2,442.89 18.6 50 -40 -290 TRAVEL, MEALS AND LODGING .00 865.98 3,000.00 2,134.02 28.9 50 -40 -295 MEALS AND ENTERTAINMENT .00 124.92 2,000.00 1,875.08 6.3 50 -40 -310 LEGAL FEES 9,760.25 41,803.55 35,000.00 6,803.55) 119.4 50 -40 -330 ENGINEERING FEES .00 .00 40,000.00 40,000.00 .0 50 -40 -360 COMPUTERS NETWORKS AND SUPPORT .00 1,124.66 15,000.00 13,875.34 7.5 50 -40 -370 OTHER PROFESSIONAL SERVICES 9.66 71.63 15,000.00 14,928.37 .5 50 -40 -430 INSURANCE .00 .00 20,000.00 20,000.00 .0 50 -40 -440 ADVERTISING .00 .00 500.00 500.00 .0 50 -40 -460 SYSTEM REPAIR AND MAINT PROD .00 168.01 30,000.00 29,831.99 .6 50 -40 -465 SYSTEM REPAIR AND MAINT DIST 365.95 2,148.12 30,000.00 27,851.88 7.2 50 -40 -490 PROFESSIONAL MEMBERSHIPS .00 1,550.00 8,000.00 6,450.00 19.4 50 -40 -500 OPERATING SUPPLIES PRODUCTION 1.97 3,020.81 30,000.00 26,979.19 10.1 50 -40 -505 OPERATING SUPPLIES DISTRIB 684.63 4,989.44 25,000.00 20,010.56 20.0 50 -40 -510 EQUIPMENT PURCHASE AND REPAIR .00 .00 5,000.00 5,000.00 .0 50 -40 -520 TESTING .00 180.00 3,000.00 2,820.00 6.0 50 -40 -550 POSTAGE BILLING SUPPLIES 200.00 682.33 3,500.00 2,817.67 19.5 50 -40 -560 UTILITIES TELEPHONE 221.21 1,327.57 5,500.00 4,172.43 24.1 50 -40 -562 UTILITIES ELECTRICITY 2,550.65 15,401.06 45,000.00 29,598.94 34.2 50 -40 -670 PROP MGMT FRASER WTP .00 .00 6,000.00 6,000.00 .0 50 -40 -680 PROP MGMT MARYVALE WTP .00 .00 6,000.00 6,000.00 .0 50 -40 -690 MISCELLANEOUS EXPENSE 14.95 164.68 1,000.00 835.32 16.5 50 -40 -715 WATER RIGHTS DIVERSION DEV 6,403.30 13,497.49 35,000.00 21,502.51 38.6 50 -40 -730 CAPITAL PROJECTS .00 .00 100,000.00 100,000.00 .0 50 -40 -930 TRANSFER TO CERF .00 .00 10,000.00 10,000.00 .0 50 -40 -970 TRANSFER TO O &M RESERVES .00 .00 100,000.00 100,000.00 .0 TOTAL EXPENDITURES 40,356.49 214,952.28 844,641.00 629,688.72 25.5 TOTAL FUND EXPENDITURES 40,356.49 214,952.28 844,641.00 629,688.72 25.5 NET REVENUE OVER EXPENDITURES 112,099.26 96,628.70 75,583.00 21,045.70) 127.8 FOR ADMINISTRATION USE ONLY 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 24 ASSETS TOWN OF FRASER BALANCE SHEET JUNE 30, 2011 WASTEWATER FUND 55 -10100 CASH COMBINED FUND 2,017,563.49 55 -11500 A/R CUSTOMER SERVICE CHARGES 156,961.52 55 -11550 A /R- BILLINGS 7,105.50 55 -11900 MISCELLANEOUS RECEIVABLES .17) 55 -15950 CAP REPL RES HELD W /JFOC 728,241.00 55 -15955 O &M RESERVE HELD W /JFOC 51,185.92 55 -16100 LAND 144,320.40 55 -16200 SEWER TREATMENT PLANT 3,207,369.16 55 -16210 METER BUILDING IMPROVEMENTS 8,056.39 55 -16220 SEWER COLLECTION SYSTEM 10,620,070.80 55 -16250 CONSOLIDATED COLLECTION SYSTEM 279,069.00 55 -16400 EQUIPMENT 71,492.50 55 -17900 ACCUMULATED DEPRECIATION 556,734.72) 55 -17905 ACCUM DEPR PLANT /JFOC 34,882.44) 55 -17910 ACCUM DEPR SEWER COLLECT -FSD 2,239,500.35) 55 -17915 ACCUM DEPR- EQUIPMENT 71,492.81) TOTAL ASSETS 14,388,825.19 LIABILITIES AND EQUITY LIABILITIES 55 -20210 ACCRUED A/P AUDIT 12,600.00 55 -20810 DUE TO GENERAL FUND 115.00) 55 -21100 ACCRUED PTO AND BENEFITS 6,754.71 TOTAL LIABILITIES 19,239.71 FUND EQUITY UNAPPROPRIATED FUND BALANCE: 55 -29800 RETAINED EARNINGS 13,700,798.29 55 -29810 RETAINED EARNINGS UNRESTRICT 53,572.01) 55 -29820 RETAINED EARNINGS RESTRICTED 654,109.00 REVENUE OVER EXPENDITURES YTD 68,250.20 BALANCE CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY FOR ADMINISTRATION USE ONLY 14,369,585.48 14,369,585.48 14,388,825.19 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 25 CHARGES FOR SERVICES 55 -34 -100 CUSTOMER SERVICE CHARGES 55 -34 -150 PENALTIES INTEREST 55 -34 -200 PLANT INVESTMENT FEES MISCELLANEOUS REVENUE OTHER SOURCES TRANSFERS TOTAL FUND REVENUE FOR ADMINISTRATION USE ONLY TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 WASTEWATER FUND 150,923.55 50.98 22,500.00 TOTAL CHARGES FOR SERVICES 173,474.53 PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT 302,646.87 1,058.21 30,000.00 55 -36 -100 INTEREST EARNINGS 189.16 1,437.22 4,000.00 2,562.78 35.9 55 -36 -500 JFOC MANAGEMENT FEE 7,105.50 14,211.00 28,420.00 14,209.00 50.0 55 -36 -900 MISCELLANEOUS REVENUE .00 .00 1,500.00 1,500.00 .0 TOTAL MISCELLANEOUS REVENUE 7,294.66 15,648.22 33,920.00 18,271.78 46.1 55 -39 -999 CARRYOVER BALANCE .00 .00 2,059,409.00 2,059,409.00 .0 TOTAL OTHER SOURCES TRANSFERS .00 .00 2,059,409.00 2,059,409.00 .0 180,769.19 349,353.30 606,532.00 1,000.00 15,000.00 333,705.08 622,532.00 303,885.13 49.9 58.21) 105.8 15,000.00) 200.0 288,826.92 53.6 2,715,861.00 2,366,507.70 12.9 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 26 EXPENDITURES TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 WASTEWATER FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT 55 -40 -110 SALARIES 12,544.28 78,287.73 178,500.00 100,212.27 43.9 55 -40 -210 HEALTH INSURANCE 2,252.35 14,662.50 30,240.00 15,577.50 48.5 55 -40 -220 FICA TAX 899.99 5,594.31 13,655.00 8,060.69 41.0 55 -40 -230 RETIREMENT 465.73 3,031.50 7,140.00 4,108.50 42.5 55 -40 -250 UNEMPLOYMENT TAX 36.13 231.93 536.00 304.07 43.3 55 -40 -280 TRAINING PROGRAMS 229.00 229.00 2,000.00 1,771.00 11.5 55 -40 -290 TRAVEL, MEALS AND LODGING .00 12.79 2,000.00 1,987.21 .6 55 -40 -295 MEALS AND ENTERTAINMENT 12.79 22.89 500.00 477.11 4.6 55 -40 -310 LEGAL FEES .00 40.00 10,000.00 9,960.00 .4 55 -40 -330 ENGINEERING FEES .00 1,080.00 20,000.00 18,920.00 5.4 55 -40 -360 COMPUTERS NETWORKS AND SUPPORT .00 1,124.66 5,000.00 3,875.34 22.5 55 -40 -370 OTHER PROFESSIONAL SERVICES 160.16 329.21 10,000.00 9,670.79 3.3 55 -40 -410 BANK CHARGES .00 .00 100.00 100.00 .0 55 -40 -430 INSURANCE .00 .00 5,500.00 5,500.00 .0 55 -40 -440 ADVERTISING .00 .00 1,000.00 1,000.00 .0 55 -40 -460 SYSTEM REPAIR AND MAINT COLLEC 8.86 957.60 20,000.00 19,042.40 4.8 55 -40 -490 PROFESSIONAL MEMBERSHIPS .00 90.00 6,100.00 6,010.00 1.5 55 -40 -500 OPERATING SUPPLIES COLLECTIONS 378.48 378.48 5,000.00 4,621.52 7.6 55 -40 -510 EQUIPMENT PURCHASE AND REPAIR .00 54.95 5,500.00 5,445.05 1.0 55 -40 -520 TESTING 25.00 125.00 1,000.00 875.00 12.5 55 -40 -550 POSTAGE BILLING SUPPLIES 200.00 682.33 2,500.00 1,817.67 27.3 55 -40 -560 UTILITIES TELEPHONE 22.13 132.87 1,500.00 1,367.13 8.9 55 -40 -650 WW TREATMENT CHARGES /JFOC 9,808.98 46,886.40 296,372.00 249,485.60 15.8 55 -40 -660 JFOC CAPREPL RESERVE 122,652.00 122,675.15 122,652.00 23.15) 100.0 55 -40 -690 MISCELLANEOUS EXPENSE .00 67.50 3,000.00 2,932.50 2.3 55 -40 -730 CAPITAL PROJECTS .00 .00 330,000.00 330,000.00 .0 55 -40 -760 PIF CAPITAL PROJECTS 4,406.30 4,406.30 .00 4,406.30) .0 55 -40 -930 TRANSFER TO CERF .00 .00 10,000.00 10,000.00 .0 TOTAL EXPENDITURES 154,102.18 281,103.10 1,089,795.00 808,691.90 25.8 TOTAL FUND EXPENDITURES 154,102.18 281,103.10 1,089,795.00 808,691.90 25.8 NET REVENUE OVER EXPENDITURES 26,667.01 68,250.20 1,626,066.00 1,557,815.80 4.2 FOR ADMINISTRATION USE ONLY 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 27 ASSETS 70 -10100 CASH COMBINED FUND 17,765.21 TOTAL ASSETS 17,765.21 LIABILITIES AND EQUITY FUND EQUITY UNAPPROPRIATED FUND BALANCE: 70 -29800 FUND BALANCE BEGINNING OF YR REVENUE OVER EXPENDITURES YTD BALANCE CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY FOR ADMINISTRATION USE ONLY TOWN OF FRASER BALANCE SHEET JUNE 30, 2011 PETERSEN TRUST 17, 752.06 13.15 17, 765.21 17, 765.21 17, 765.21 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 28 REVENUE FOR ADMINISTRATION USE ONLY TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 PETERSEN TRUST PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT 70 -30 -800 INTEREST EARNINGS 1.84 13.15 .00 13.15) .0 70 -30 -999 CARRYOVER BALANCE .00 .00 17,785.00 17,785.00 .0 TOTAL REVENUE 1.84 13.15 17,785.00 17,771.85 .1 TOTAL FUND REVENUE 1.84 13.15 17,785.00 17,771.85 .1 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 29 EXPENDITURES 70 -40 -670 PETERSEN TRUST EXP TRAIL TOTAL EXPENDITURES TOTAL FUND EXPENDITURES FOR ADMINISTRATION USE ONLY TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 6 MONTHS ENDING JUNE 30, 2011 PETERSEN TRUST PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT .00 .00 NET REVENUE OVER EXPENDITURES 1.84 .00 17,785.00 17,785.00 .0 .00 17,785.00 17,785.00 .0 .00 .00 17,785.00 17,785.00 .0 13.15 .00 13.15) .0 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 30 ASSETS LIABILITIES AND EQUITY FUND EQUITY FOR ADMINISTRATION USE ONLY TOWN OF FRASER BALANCE SHEET JUNE 30, 2011 GENERAL FIXED ASSETS 91 -16100 LAND 730,630.35 91 -16200 ADMINISTRATION BUILDING 208,379.39 91 -16203 MAINTENANCE BUILDING 57,722.51 91 -16208 HOUSE 400 DOC SUSIE AVE 54,839.27 91 -16209 VISITOR CENTER 183,895.00 91 -16211 BUSBARN 105 FRASER AVE HOUSE 100,000.00 91 -16250 CHURCH 267,000.00 91 -16306 PARKS 367,800.08 91 -16311 STREET IMPROVEMENTS 3,439,840.00 91 -16312 HIGHWAY 40 PATH 8,872.00 91 -16490 EQUIPMENT OTHER 872,015.00 91 -16500 OFFICE EQUIPMENT 57,261.75 91 -17900 ACCUMULATED DEPRECIATION 2,260,048.61) TOTAL ASSETS 4,088,206.74 UNAPPROPRIATED FUND BALANCE: 91 -29800 INVESTMENT IN FIXED ASSETS 4,088,206.74 BALANCE CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY 4,088,206.74 4,088,206.74 4,088,206.74 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 31 ASSETS LIABILITIES AND EQUITY LIABILITIES 95 -25050 2002 SERIAL BONDS 95 -25060 1998 REVENUE REFUNDING BONDS 95 -25070 1998 GENERAL OBLIGATION BONDS 95 -25200 ACCRUED COMPENSATED ABSENCES 95 -25500 CAPITAL LEASES KOMATSU LOADER FOR ADMINISTRATION USE ONLY TOWN OF FRASER BALANCE SHEET JUNE 30, 2011 GENERAL LONG -TERM DEBT 95 -18100 AMOUNT TO BE PROVIDED 3,131,161.31 TOTAL ASSETS 3,131,161.31 360,000.00 2,035,000.00 475,000.00 15,677.17 245,484.14 TOTAL LIABILITIES 3,131,161.31 TOTAL LIABILITIES AND EQUITY 3,131,161.31 50 OF THE FISCAL YEAR HAS ELAPSED 07/13/2011 03:14PM PAGE: 32 PLANNINGUPDATE (July 20, 2011) Final Acceptance of Park Place In June 2006, the Town of Fraser and Winter Park West (now Ranch) Water & Sanitation District (WPRW&S) entered into a Construction Guarantee Agreementto guarantee completion ofcertain improvementsassociated with the Development Permit for a two story office/garage building on Parcel D, Victoria Village. Enclosed in the packet is a letter from Kirk Klancke, WPRW&S, requesting final acceptance of a portion of Park Place. When Town Staff initially inspected the public improvements, thesurface of the road was course and porous which does not allow for proper drainage. As such the road has not been accepted by the Town. In an effort to bring this project to closure, Staff recommended that the District pay for the cost of resurfacing Park Place in conjunction with the Town’s chip & seal project this summer. We are in receipt of a check for $845.64 which is the cost of resurfacing Park Place as calculated by Town Staff.It is Staff’s recommendation that the Town Board authorize final acceptance of Park Place. Accordingly, Resolution 2011-07-03 is on the agenda for approval. FVMRD Release of Surety In November 2010, the Town of Fraser and the Fraser Valley Metropolitan Recreation District (FVMRD) entered into a Construction Improvement Agreement to guarantee completion of landscaping improvements associated with the Development Permit for a recreation center on lot 7, The Village at Grand Park –Filing 2A. Enclosed in the packet is an email from Scott Ledin, FVRMD, requesting release of $9,000.00 surety. It is Staff’s recommendation that the Town Board authorize the release of the Millennium Bank Irrevocable Letter of Credit #1018 in the amount of $$9,000.00. Accordingly, Resolution 2011-07-04is on the agenda for approval. Town of Fraser PO Box 370, Fraser, CO 80442 office 970-726-5491fax 970-726-5518 www.frasercolorado.com Upper Fraser Valley W/W Plant Update for July 2011 SBR –Liner has been installed, the project went very well. The water table has caused us to fill the tank with water and wait till fall to reinstall the air piping and also finish some concrete work, i.e.pour slab under mixers so liner does not lift. Digester mixer # 2 has been removed from tank for repairs. The mixer blade is in a lot worse shape than the one we repaired last year;four out of six blades are broken off and in the tank. When the water table drops repairs will resume. We advertised for a new employee and received 19 applications, interviewed 5 qualified applicants making anoffer to the personwe felt would be the best asset to the town and plant. Infiltrationis still causing some problems at the plant, hope is that it will recede st very soon, it has increaseda lotsince the 21of June. The monthly reports are attached. Please give me call if there are any questions. Thank you, Joe Fuqua Town of Fraser PO Box 370, Fraser, CO 80442 office 970-726-5491fax 970-726-5518 www.frasercolorado.com Upper Fraser Valley Wastewater Treatment Plant Discharge Monitoring Reports 2011 12/26/20101/1/2011 Date of last Sunday of the previous year:Date of first Satuday of the year: Flow - INFlow - INFlow - OUTFlow - OUTBOD - INBOD - INBOD - INBOD - INBOD - OUTBOD - OUT MG/dMG/dMG/dMG/d##mg/Lmg/Lmg/Lmg/LBOD 30 dayDaily30 dayDaily30 day7 day30 day7 day30 day7 day% AverageMaximumAverageMaximumAverageMaximumAverageMaximumAverageMaximumRemoval January0.560.820.570.79124320892953085698 February0.570.800.570.811204.821505.40278.75308.506.729.6098 March0.720.970.670.851480.231864.34255.89290.506.046.8198 April1.572.181.542.051100.251416.4789.38236.503.835.5896 May1.591.971.571.94579.851026.2845.5669.502.853.4494 June0.000.000.000.000.00636.430.0061.000.002.340 July0.000.000.000.000.000.000.000.000.000.000 August0.000.000.000.000.000.000.000.000.000.000 September0.000.000.000.000.000.000.000.000.000.000 October0.000.000.000.000.000.000.000.000.000.000 November0.000.000.000.000.000.000.000.000.000.000 December0.000.000.000.000.000.000.000.000.000.000 TSS - INTSS - INTSS - OUTTSS - OUTFecalsFecals mg/Lmg/Lmg/Lmg/LTSS#/100ml#/100mlpHpH 30 day7 day30 day7 day%30 day7 dayDailyDaily AverageMaximumAverageMaximumRemovalGeomeanGeomeanMaximumMinimum These values will have font January3033316798246.86.5 color to white. Just used February29030369981.622.006.86.5 for error reporting. March27834978981.081.416.86.5 TSS - IN500.00 April13525567961.301.416.96.5 TSS - OUT30.00 May78114799137.07521.297.16.5 Fecals860.00 June01040500.0034.000.00.0 pH9.00 July000000.000.000.00.0 August000000.000.000.00.0 September000000.000.000.00.0 October000000.000.000.00.0 November000000.000.000.00.0 December000000.000.000.00.0 Cl-1xdCl-1xdCl-2xdCl-2xdCl-3xdCl-3xdCl-4xdCl-4xd AmmoniaAmmonia These values wi 2 2 2 2 2 2 2 2 mg/Lmg/Lmg/Lmg/Lmg/Lmg/Lmg/Lmg/Lmg/Lmg/L color to white. J 30 dayDaily30 dayDaily30 dayDaily30 dayDaily30 dayDaily for error reportin AverageMaximumAverageMaximumAverageMaximumAverageMaximumAverageMaximum Ammonia January0.0000.000.000.000.000.000.000.892.82 0.00 February0.000.000.000.000.000.000.000.001.876.84 0.00 March0.000.000.000.000.000.000.000.001.613.01 0.00 April0.000.000.000.000.000.000.000.000.391.68 0.00 May0.000.000.000.000.000.000.000.000.441.58 0.00 June0.000.000.000.000.000.000.000.000.000.00 0.00 July0.000.000.000.000.000.000.000.000.000.00 0.00 August0.000.000.000.000.000.000.000.000.000.00 0.00 September0.000.000.000.000.000.000.000.000.000.00 0.00 October0.000.000.000.000.000.000.000.000.000.00 0.00 November0.000.000.000.000.000.000.000.000.000.00 0.00 December0.000.000.000.000.000.000.000.000.000.00 0.00 ÌËÛ ÓÑÒ ÍËÒ ÍßÌ ÚÎ× ÌØË ÉÛÜ ÌËÛ ÓÑÒ ÍËÒ ÍßÌ ÚÎ× ÌØË ÉÛÜ ÌËÛ ÓÑÒ ÍËÒ ÍßÌ ÚÎ× ÌØË ÉÛÜ ÌËÛ ÓÑÒ ÍËÒ ÍßÌ ÚÎ× ÌØË ÉÛÜ ÌËÛ ÓÑÒ ÍËÒ ÍßÌ ÚÎ× ÌØË ÉÛÜ ÌËÛ ÓÑÒ ÚÔÑÉ ÐÛÎ ÜßÇ øÓÙÜ÷ INFLUENT FLOWS UPPER FRASER VALLEY TREATMENT PLANT Influent GCWS#1WPWTOF DateDay MGD Influent Flow Influent Flow Influent Flow 1-Jun-11Wed1.1190.6280.2330.258 2-Jun-11Thu1.0490.5840.2180.247 3-Jun-11Fri1.0180.5390.210.269 4-Jun-11Sat0.9880.510.2050.273 5-Jun-11Sun0.9730.4940.2120.267 6-Jun-11Mon0.9230.460.1850.278 7-Jun-11Tue0.8680.420.1760.272 8-Jun-11Wed0.8480.4030.1720.273 9-Jun-11Thu0.8260.3770.1670.282 10-Jun-11Fri0.8250.3770.1720.276 11-Jun-11Sat0.8460.3480.1730.325 12-Jun-11Sun0.8060.3260.1710.309 13-Jun-11Mon0.750.4420.1540.154 14-Jun-11Tue0.740.4110.1480.181 15-Jun-11Wed0.7410.4290.1520.16 16-Jun-11Thu0.7960.4040.140.252 17-Jun-11Fri0.8670.4530.1480.266 18-Jun-11Sat0.920.4550.1550.31 19-Jun-11Sun0.9960.4910.1820.323 20-Jun-11Mon1.2520.5580.2410.453 21-Jun-11Tue1.1560.5070.2060.443 22-Jun-11Wed1.0630.4930.1880.382 23-Jun-11Thu1.0940.4960.1970.401 24-Jun-11Fri1.1620.5610.1940.407 25-Jun-11Sat1.2520.5670.20.485 26-Jun-11Sun1.2620.5550.2030.504 27-Jun-11Mon1.2410.4790.170.592 28-Jun-11Tue1.2620.4530.1730.636 29-Jun-11Wed1.360.4740.1890.697 30-Jun-11Thu1.4120.4740.1890.749 AVG.1.0140.4720.1840.357 MAX1.4120.6280.2410.749 MIN0.740.3260.140.154 AVGMAX TOF 0.3570.749 GCWS 0.4720.628 Totals 0.8291.377 ÚÎßÍÛÎñÉ×ÒÌÛÎ ÐßÎÕ ÐÑÔ×ÝÛ ÜÛÐßÎÌÓÛÒÌ Ó»³± ̱æ Winter Park Town Council & Fraser Town Board Ú®±³æ Glen Trainor, Chief of Police Ü¿¬»æ July 12, 2011 λæ MONTHLY REPORT June, 2011 During the month of June, we responded to a total of 123 calls for service, with 73 of these calls in Winter Park, and 43 in Fraser. Additionally, there were 23 citations issued in Winter Park, and 9 issued in Fraser. As far as types of calls, we investigated the following: Burglary - 2, Criminal Mischief/Defacing Property - 5, Assault/Menacing - 3, Theft - 2, Public Indecency - 1, Sexual Assault on a Child - 1. Arrests were made in both the Public Indecency and Sexual Assault cases. Our officers have spent a good portion of their time in June and thus far in July keeping an eye on the local creeks. The Fraser River (Winter Park station) hit a record high of 310 CFS th on July 8, while St. Louis Creek hit a record high of over 500 CFS on July 6. Fortunately, things have slowed down considerably and it looks like we are over the worst for this year.