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TBP 2012-10-17
BOARD OF TRUSTEES REGULAR MEETING AGENDA WEDNESDAY, OCTOBER 17,2012 FRASER TOWN HALL 6:00 p.m. Members of the Board may have dinner together @ 5:30 p.m. -Fraser Town Hall 1.Workshop– 6:00Old TownDrainage Projects 2. Roll Call 7:00 3.Approval of Agenda 4.Consent Agenda a)Minutes –September 19, 2012 b)Ron Anderson Business Enhancement Grant 5.Open Forum a)Business not on the agenda 6.Updates a)Grand Beginnings 7.Public Hearing a)Bottle Pass Liquors Changeof Location Application 8.Discussion and Possible Action Regarding a)Resolution 2012-04-04 regarding Bottle Pass Liquors Change of Location Application b)Resolution 2012-09-05 Off-Premise Sign Request for Colorado Adventure Park c)238 MillSewer Service Line Ownership e)Public Works Facility Programming 9.Community Reports 10.Staff Reports 11.Other Business Upcoming Meetings: Wed.November 7, 2012Board of Trustees Wed.October 24,2012Planning Commission Posted October 11, 2012 Lu Berger Lu Berger, Town Clerk FRASER BOARD OF TRUSTEES MINUTES DATE : Wednesday, September 19, 2012 MEETING: Board of Trustees Regular Meeting PLACE : Fraser Town Hall Board Room PRESENT Board: Mayor Peggy Smith; Mayor Pro-Tem Steve Sumrall; Trustees; Philip Naill, Eileen Waldow, Vesta Shapiro and Adam Cwiklin Staff: Town Manager Jeff Durbin;Town Clerk, Lu Berger; Public Works Director Allen Nordin; Town Planner, Catherine Trotter; Police Chief, Glen Trainor Others: See attached list Mayor Smithcalled the meeting to order at 7:02p.m. 1.Workshop: 2.Regular Meeting: Roll Call 3.Approval of Agenda : motion Trustee Sumrall moved, and Trustee Cwiklinseconded the to approve the Motion carried: 6-0. Agenda. Executive Session: For a conference with Special Counsel for the purpose of 4. 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 water matters. motion Trustee Naill moved, and Trustee Sumrall seconded the to openthe Executive Motion carried: 6-0. Session. Open: 6:00 p.m. Exit: 7:00 p.m. motion Trustee Naill moved, and TrusteeSumrall seconded the to closethe Executive Motion carried:6-0. Session. Attorney’s Opinion Required by C.R.S. 24-6-402(2)(d.5)(II)(B). As the attorney representing the Town of Fraser, I am of the opinion that the entire Executive Session, which was not recorded, constituted a privileged attorney-client communication. Chris Thorne, Special Counsel Page 2of 2 5.Consent Agenda : a)Minutes –September 5, 2012 b)Resolution 2012-09-03 Cozens Pointe Acceptance & Surety Release c)Resolution 2012-09-04 Grand Park Plant Investment Fees Transfer Request motion Trustee Naill moved, and Trustee Shapiro seconded the to approve the consent Motion carried: 6-0. agenda. 6.Open Forum : 7.Updates: a)Board of County Commissioners–James Newberry was in attendance for the Commissioners yearly update to the Town Board. b)School District Board Update -Chip Besse briefed the Board on East Grand School Districtscurrentactivities. 8.Public Hearings: 9.Discussion and Possible Action Regarding: a)Winter Park –Fraser Chamber of Commerce Branding Presentation–Catherine Ross outlined the branding program for the Board. 10.Other Business: motionMotion Trustee Shapiro moved, and Trustee Cwiklin seconded the to adjourn. carried: 6-0. Meeting adjourned at 9:19 p.m. Lu Berger, Town Clerk Business Enhancement Grant Program: The purpose of the Business Enhancement Grant Program is to establish a fund that can be utilized by local businesses to enhance the character of their property and /or business, help improve the economic vitality of the Fraser business community and to encourage investment and pride in the community. Funding amounts are determined based upon a review of the application and evaluation of the potential beneficial impact(s) on business activity as well as the overall effect on the business community. Interested businesses owners should submit an application outlining their proposal and anticipated benefits. All requests for funding will be presented to the Town Board, for consideration, and the Town Board reserves the right to approve or deny all funding requests. Business Name: /`1ir?r S ©VII Business License Number: Contact Person: 0,4) r- ey- S rp y1% Mailing Address: b % °O rd e C 10 4. Business Phone: 3 O 0' Email Address: Total Grant Funds Requested (attach project budget): $ du Additional Project Funding: , ceir Time -Frame for Implementation: (. co r:re3 Purpo a of Grant: 'v' look °1- >c / `1 y'../ Please attach any additional information that may assist the Town Board in evaluating the proposal (i.e. site plan, photos, letters of support, etc) e Anderson Group MEMORANDUM To: Fraser Town Board From: Ron Anderson Date: October 7. 2014 3864414148 o.1 Since the maintenance program for painting has been delayed, I decided to revise any side of the business enhancement request. ire-sided with metal siding, put up new fascia and painted the two sides of the station that face the front entrance and the railroad tracks. if I had known that this grant existed, before I started, I would have applied last spring. My major cost in this project was the steel siding and the cedar fascia. The other cost was the paint. All the labor was done by me with the help of my two sons, resulting in a major upgrade of the Amtrak facility. The invoices from the lumber yard are included. My request for this project is S1,000.W. Thank you for your consideration, Ron Anderson 726 -5400 HIEWILAND LUMBER COMPANY P.U. BOX 2139 FRA SE: R,CO. 80442 7 726-41.00 pq lot � .73-.Reir.a 3/26/12 1p:59 01Q SOLD To CASH SALE3 SHIP RON ANDERSON TO: CUST* :... 1..0490O TERMS: NET - i::::ASH 726-54 CA, 0 ���� L.# QTY . .. DESCRIPTION ITEM# UNITS PRICE AMOUNT 11) 12 TF-75 RUSTING METAL26 GA 24, ?MINE: 12 83,00 EA 996.00 NON RETURNABLE ITFM 25 17 RUSTING J CHANEL 9MIME 9.80 EA 166 60 NON RETURNABLE ITEM ~,� 3D 6 RAT GAURD 10'6" aznWW5E 6 11.71,1 EA 70.20 NON RETURNABLE ITEM 48 2 /BAS 1-1/2" WOOD GRIP SCREWS 9WW&8N&E 2 33.00 EA 66.08 NON RETURNABLE ITEM SUBTOTAL SALES TAX TOTAL THIS TAKE-OFF IS OUR INTERPRETATION OF THE PLAN AND ITS SPECIFICATIONS. WE SUGSEST YOU VERIFY IT AS WE DI) NOT GUARANTEE ITS ACCURACY. THIS QUOTE EXPIRES 15 DAYS FROM THE QUOTE DATE, THAW YOU FOR THE MOUND" ■•••~■•� 1298,80 50.65 1349.45 Lm L (Nil a) l"I N NE LmL&M � '�V,�11VOq@riR11YN�llk�� ^I^tt�y1V�� Q�ffllN� � I��NN16� °^wgl EN �U O U O O 0 U L ca LU LU z O .bD w oc 4- 0 0 (n Ln N U _ 0- 0-E w� > a ca'� a� — U O .� O C: C: • � C: N cn 0 _ +� O = X v 6O ca � Co cn caO c:N O U O :3 Ln MW 62-0 Ln = bA > 0 .� � Q _ �Ln O •. N O U Ul i U cn Ul a -J b.0 N >• N U o4 -J ca bn C: t�A Q �A E V cn O > bn N cy Ln N i buo 104 i r„i c r i n f") Lei, ca CUO ca CL LU CL LN Ln O w O U- C: Q0 N i ca N U - Ln m LU O W lfl L > O Q mmo O i a -J cn cit � E O N C: fa N cit O •� U u E � N t�A O O Ol m r-4 u0 S,-, S, -, Lei, ca CUO ca CL LU CL LN Ln O w O U- C: Q0 N i ca N U - Ln m LU O W W. m W. c -I W. c -I Ln E O O L N N U O O U N N L Q Q IN V LU O cB Q X LU a,o Q U L Q N N L cB Q E .X O L Q Q fB fB .E m Q N d N L (U L fB Q Q) a=+ O U m i al N bD N DC >, 0100 E (33 E Q) E U O (n U txo bD ca � N N — L >. 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U �p-4 O U L L N � N O O N N c a --i J Q }, E O O .� E O O N — i N Q Q �bD U LLN > O N O �j DC ca � -0� CL O N N — cv — O O -0 _I_ -C: U a- mr.-i LV 0 Q 0 Ln E i Q O C6 i aA 0 0 m i MCI' 0 0 0 z 0 CL u 0 I ron m I 4-J t3 o bz 0 CL E a m w 0 0 0 z 0 CL u 0 I ron m I m�omti�t�nun���, uiumunn m� umuo�nnomn�� XStitiVti»a�un�snm�a�� notooiNu�� nl� ��M1oMlm{� ��I�uNuN 1R9➢WAa �ni� 'pmmtll� SVC oIo00.94,0ti Pool aal,04,470 NIT*1411 toolivoluE LR e..5tY I;'‘ect, VENT DMI311441 elf von' tolIkhry„) omm o(Soorb4ro$4.41too PERMIT APPLICATION AN REPORT OF CHANGES An)4.,A R T LICENSE NUMBER ALL ANS RS MUST BE P TED I N 3I. ACK NK LOCAL LICENSE Frx $ -1 5-o Apt CANT SHi LD TAIN A COL let '5, C.4tV't■t'Aitii$M &i Uth CoCctilopoany al11# )raf* Woo arOTEE PASS LIOLIORS„. 523....4*Ex 5T, Ti SE. Ii3-70.57 621 fit0 r, 7 EV PASS CA, DE PM UCI Y $000^Fo-, T » tittk. PolUr41;,11 INC s GRANO itifM42 $EI-ECT THE A9I1P.I.,1PRIATE SECTION BELOV0 AND F-g'RC)CES:D TO THE INSTFtUCTICIIS ON FACE Si4ction A - blainager regtchangle &Kfti;orl C Ise Account Nis I 4; Matt ReOsih. 22 1 NS99 E Rota' 1101Itetrixrses), '0 FEE ' ..„ t:1ii041 Ottpliefite Elcormo As License NO, 2, *I; n Digaratte Liebr5, 00000 „,„ , „ $60o0Z NOT VIIR' LKEN§n5,Et7T, NT j The orm000km oAo,Agolosnwrt ri4CNI,I4 ixo,0 4 , r rrooro ;1'8.111741H mem* cv e mown-0, iftLe oakee4g tot, frIIIVITiei 'Ow moom II V nnYOXI,X IAINAAAA,444., SPACE — FO q(" C‘grAoltMlitorr ) ' r ' 0000. POirrit Cf,arge Corp, tr Forrrit C' =Pion Potoot - /50.,,00 228(4 (on) 0 rr ity PrITAtiSeS ) $1 17' 4 ) A roCIOD* Preeraws -10 E IfoT R flot,W F to Rozod C T Foo TMENT OF REVENUE USE ONLY TOTAL. 44 „100 .4' hOlvpoo .P.M4VakK6,,,,,■4 flud&F,VIcrklISMEADT(Wr!,71, 117,444",3 Amou DUE . ea, 01;74011 ; INSTRUCTION SHEET SeCtion A er or eh nagaTS Carte* itle a ropliabb bOx Sea on A arid corn 41,1;4 non Si on 4. Proceed Oath of Applicant for signature (Plea z note Ho 1 Re$b rant •and Tavern licens s are requited to register their managers:r. Li Section 0 Par a Datptic fa Sic s , be sure to inctude the ir whiter in etion 8 o proceed to ie.,4e 4 fat Oalh of Appacant signature. Lf Sibibtie Check Ina a 1) For APPr 21 Fora EIPPr Pf;''t tt,Ox rn section and and pc eoo below. rohouse' smfa Pormic page 3. corrto4tte quektion 5 (Oa To lo check the fr1E box) Sittbmir the rtermssary rrriorrroition and prooe pago 4 for Oath ;ricant .1sittnautre. ;de tate, To C g Tr the appropnate sigriarlsre 0 ?tett Moo go to. pdqo 3 and complete quest 5 rbe a4re Itt check ihe Subrin the secos4rety informetiOn 494,1 pirucibed to page 4 f. r 'Ott t Apolico' *9rature ita iniirCickrpOt "" ga to page 3 and complete question 6 IIOe. sitte doe• n. Sub ft eta necoatiarf information and pro, e to page -40 00f ;Aura 4) To m e, lo p e 4 aid 001 .401(3 4L1 , non ! 5-ohmit me rico proceed tO page 4 tor Oath of Appiicaht sigrolu sa ry irrrof s n and CIPtiOnal tops or 0 d Facia k go re mr.ge 4 •pod corripiate qraltion Submit the des Wormer ri ;Ad prone trtt pug 4 for Oa% or Applicart tpartatum. 6) Ch oat Loc *tee, e odd complete question "I„ Submit '4he necessarli interrogator) praceed pap 4 for Oath of Appikdrit signattee 2 :MOM) hew a rt Storage Retalt Warehduse i'''fiferttit ton oft-peonises Lioet5te (Tr ms, Restaurants j Oft-Premi.fif s L. . or Star teti) I.., Whet Brandt NO Penlitit Address of itcrege prerhein C Ourity KK Attach a clee4i Meat4 or rental agreement for the storage pr Attach a dttif d d grant a Ihe storage Neer Chart ta ohatinf ofte tiara of Trade qtrise, "t'f , chly fl Eciper te Name Chan {Mach the Wowing fiiapponing dricion:ints) t Cemfteate Arrenorn t filed with the S ,ecretano of State or 2 Sta fment er Change Med with lifm Sechetairy 1f SPA r., nd 3. Minutes of Cyr at m 1 Lenin d WNW'," f,meerS tiott Part ftho 8 emelt ra Na • rade we de et itorircrine Nate TO ET$ - LICENSEES, AA A iut chenille watt may thw k vi wthn the SWAM juristklion as ' 41) iCJILS„ Yaw `A et/AA' liet44 '''A • 1St way to :yew lawatit- '..- last hawat PurutbL lttirt kete t tag an be Mt. fl4 1illith Lot Autheflitio (a) AddresS if cn prennties CitY.ERMEN_ OMNEL (1b. dress tApcsed N pr ises the it"ce.nse Chang of Location t Andr Cny F mists oepy of th. Ni"..f.i.6„.1131,63E3.11%BliatfLaa. t New n Jin ddress if applicable. Addoess City C OU nty 144.0twit r,„! ;46 Zip,„0142_, e that estat shes ;boss oft e te At ixi T bie premises showing *inert 'the exiihol bevensges will be store possessed ofi consumed I Adatlel klehth fitreolts) for nom 4rftri term-ft sened„ L)=4 64-4 SCI 4 8. Change .ost monaper cf to Regilrit:7 b. M;e:ilar of a -Tavern C1 a Hotel and P.awant lquor ibense (a) Change a' Manage.r [attaft 71! 1 -sr/ n7, 7404-7 Tavlern c THYThe.f .t'llitsacjef hivw 7'1.7777rs riamc. (1:,• Liale o :EfilfroyTte.71 Fins menagef /HIM Ir.ltitir licerised ettabiishrivanf7. .„ „... – YE'r ] rfUrrt a(it'Y haVE: OisIntgal iicensed e •:.'-i • , ya4, gpise nail* atitt ..101105:41 -V -- --NY - LSO d i r r e n t i o n of Fres r„.'[ A.dd Lr, r O1,Firrti F ..1,, 7, 'Ts Add: of P. 71-rtea Facility !-Z;f1T-E zor..07: • ea tiOy FiOt CX A1,1 I : ri ! • ' IWIlt4143 WO, alftapposted 17./ s,1 .1. 2) De.:acritf: charge proCoSed 1111w. vi.itudillitAtfOft I Wilipon.rh when w '..he 1.-)f of; r.ge' lay/year) End r r:i NO-it: Jr, i.. 10-TAIL 3 TATE FEE-i'OK T OOWCAThN IS 8160.06 ?,c) MI the proposed change rer,LA. n thr. licorlod Firrr r.-7.r.r. 5: now. boing ;boated 1i t (re arty publir:-. pe.;-vale gehodi ta1 meeb; c.c.!.mpt,Lry r.i,•Lication fequiremepts c Coio-ado Lavf, or the pLi;-• ipiI tamp* or college, urilvcrskity oir %rksrusIsn't ytg, exOtain detal arc descnitie.rs "s/ ekernotiinnt,. ifrAi fdijiyiy` , Yes 1 Nr the. gstc,sp:nied dr4.4n9e • campfe.aricr. Lt budding and zoning I. 1 ND Fl this FFILNific3lion foe ofs dnjn n Rct„ta..J.i-art17.:tritiorial Prenvie-eig esf 14esir,MilCk-aripiiels" Rafe-1 r•rArli Vito local authoriTy th r optiona: prerriises? 4 4 ri Cragrarti l-ten •• • trnifies and a d.ncrr.ri r•Dsed changes for th.e 1.•Jr1.n-la. ;32; thiCA tiny existing le.,ase that ig • - •-• • OA n*.he second di-. etc ail:: that all sat „in A L.1 AN t'mt , havt rcivi an,3 ccirr ciele ti- e hest oi rine PRESIDENT REPORT AND APPROVAL. OF LO-CAL LICENSING AUTHORITY (CFTY r COUNT' te.:1 hAs c'tern:.5,21.1 VL1Sit terE2a • — - ' it if Ti a-;-1-serri.firl-ri THEREFORE, THIS APPLICATION 15 APPROVED. rr- E-bere 1. r REPORT OF STATE" LICENSING AUTHORITY in Inc 4-117,g recLire.Firn--...; :.tt 1,1igi 17 Ar'n-Ir 4." ,r 1 0 1 PETITION I the undersigned, represent that I am an adult at least twenty one (21) years ot age. i am living and 1 or snopping in tne neigndornood impacted py me application tor tne reiocation of the liquor Iiscense by Bottle Pass Liquors, Inc. to be relocated next to Safeway in Fraser. By my signature below I am stating that I believe the needs and desires of the community are positively impacted if this liscense relocation is approved. I ask the Fraser town council to approve the application for the liquor license relocation. u PHYSICAL ADDRESS ADDRESS (PLEASE NO P.O. BOXE$ )(\,, /'• • \i'oes..c7C 4:- it .1"44.64.1.4 OL, C1(;\'‘,' 141, D,„ CrL), f (112—'52-1; ("' ,L141,-(2-11-PICCO 1J4 cr *a Lc' ' Do you want Bottle Pass Liquors 1p relocate Yes No \ L 1,2A-cfrA, )•4" '''>() lek 4"Nci 64— niov, IA) „2 "11 C LA" (77 V /7 (;)'.1^e.6?") A/f 4-ss Th.5 S-) ktr 6,,rt( c rcr ,,,c" H I-1 e e () We c g tItC.,- I e ch/ (.„ e t I1-1jj AL-4( pe-er 010i bl if 4 Ott, pi) 7 el C.: CS, 2- 3 a Pt 5 LH 1-0' /4.),,,k,,H, 44 b'y :(05' /6( Cr? i),-e.„,et2 (J PETITION 1 the undersigned, represent that 1 am an adult at least twenty one (21) years of age. 1 am hying and ! or snooping in tne neigntaornood impacted oy the application Tor tne relocation of the liquor liscense by Bottle Pass Liquors, Inc. to be relocated next to Safeway in Fraser. By my signature below 1 am stating that I believe the needs and desires of the community are positively impacted if this Iiscens e relocation Is approved. I ask the Fraser town council to approve the application for the liquor license relocation.. PHYSICAL ADDRESS ADDRESS SPLEASE NO P.O.. BOXES.' Do you want Battle Pass Liquors to relocate Yes No LFir 5f j 0 7 4 4 ri4 vi is {. .r F o1(0_,'a/10t4-- / 0 ( - te " 117c/ PETITION 1 the undersigned, represent that I am an adult at least twenty one (21) years ot age. I am living and 1 or snapping in the neignOornood impacted by tne appiicatton tor tne reiocahon of the liquor liscense by Bottle Pass Liquors, Inc. to be relocated next to Safeway in Fraser. By my signature below I am stating that I believe the needs and desires of the community are positively impacted if this Iiscense relocation is approved. I ask the Fraser town council to approve the application for the liquor license relocation. PHYSICAL ADDRESS ADORES fPLEASE NO P.O. BOXES) Do you want Bottle Pass Liquors Igjelocate Xg_s r-f 4W.J7-5 4), 1 A st - r i iP 44, A frfe-e4.1,, t",74 erit pie ..1( ba,7 6Y1) 40P),9 e (J 61011:71k, Ci4,4-1$ a0k, e Clelx /34 „,,e L7 0/”. "...4;i6e,,0N-A era e)4) 1 5 e -1-erv)--' (e) ter i 0,4441/216' ifwe' Dtw' w 61,1 k, Or. Pidtaige,v4 7j8; 4 u mef— X ?if ? 45-01 u"-;:l \ 0-4..) 444' 11.A0 A .1 k ak4ktul . eA 7)11 ( 7,e di, A r re-s 1?),2 t4-41te'5;,J,K. 1 tire ,5,0 aire2ze„.1, PETITION 1 the undersigned, represent that i am an adult at least twenty one (21) years of age. I am living and 1 or snopping in the neigndornooa impacted dy trie application for me relocation of the liquor llscense by Bottle Pass Liquors, Inc. to be relocated next to Safeway in Fraser. By my signature below I am stating that believe the needs and desires of the community are positively impacted if this liscense relocation is approved. I ask the Fraser town council to approve the application for the liquor license relocation. NAME PHYSICAL ADDRESS ADDRESS (PLEASE NO P.O. BOXES1 Do you want Bottle Pass Liquors to relocate Yes No 6, C - Co ,44,11-i. 1111MrdiF7.0" MIVINIENINffiril=11/11 -:t IIWIJ 10/171151111WW orrp r 52 (7.10,,,,e,L #.7e:0 30 i1/4)0 is 41. JO 2 k et -e-2-1 C4) /o? 7 ImILINALciA T116- rW S f `-gt „ a) k r' "rjefrlo 3 ) Srft PETITION' 1 the undersigned, represent that I am an adult at least twenty one (21) years of age. ; am wing and / or snapping in the neignaorhood impactea ay tne application for tne relocation of the liquor liscense by Bottle Pass Liquors, Inc. to be relocated next to Safeway in Fraser. By my signature below I am stating that I believe the needs and desires of the community are positively impacted if this liscense relocation is approved. 1 ask the Fraser town council to approve the application for the liquor license relocation. NAME PHYSIC AL ADDRESS ADDRESS IPLEASE NO P.O. BOXES). Do you want Bottle Pass Liquors to relocate Yes No 0- } 7 r -7( 7 . / VJ e h C rio (3 i,‘ 7o 1 m-t-c- ct 61- :Pi-0- .9,-+ [30 ‘,4( qlt rv-ct zaz, geiq .44 2:7 5m. 4 .1-/ I r-z2 'ilk a r. LC&Q4 A4 1(..) 1 4C A e p5c-i jp Ad Name: 7642846A Customer: TOWN OF FRASER Your account number is: 1095750 PROOF OF PUBLICATION MIDDLE PARK TIMES 1, Matt Sandberg, do solemnly swear that I am the publisher of the Middle Park Tirries, that the same is a weekly newspaper printed, in whole or in-part, and published in the County of Grand, State of Colorado, and has a general circulation therein; that said newspaper has been published continuously and interruptedly in said County of Grand for a period of more than fifty-two consecutive weeks next prior to the first publication of the annexed legal notice or advertisement, that said newspaper has been admitted to the United States mail as second-class matter under the provisions of the act of March 3, 1879, or any amendment thereof, and that said newspaper is a weekly newspaper duly qualified for publishing legal notices and advertisements within the meaning of the laws of the State of Colorado. That the annexed legal notice or advertisement was published in the regular and entire issue of every number of said daily newspaper for the period of 1 consecutive insertions; and that the first publication of said notice was in the issue of said newspaper dated 3/8/2012 and that the last publication of said notice was dated 3/8/2012 in the issue of said newspaper. In witness whereof, I have here unto set my hand this day, 03/13/2012. Matt Sandberg Publisher Subscribed and sworn to before me, a notary public in and for the County of Eagle, State of Colorado this day 03/13/2012. Pamela J. Schultz, Notary Public My Commission expires: November 1, 2015 "I a PAMELA J SCI0ULTI Puelk Mite al Goland* 19,v, ••■•■ NOTICE OF PUBLIC HEARING Please take notice that Bolltlo Pass Liquors inc., P.O. Box 621, Fraser, 00 80442, on the of 14th of February, 2012, made application to the Town of Fraser for a Change of Location to an existing Re- tail Liquor Store License-Mat Vinous, and Spiritu- ous pursuant to the Colorado Liquor Code. The names and addresses of the officers of the Corporation are as follews: President Richard Bennet 366 County Road 506, Fraser, GO 80442 Treasurer: Michael LaPorte 171 ILooking Clans Lane, Fraser, 00 80442 The application requesting a :Change of Location for en eXi.stRrIg Retail Liquor Store License-Malt, Vi- nous, ,and Spirituous In the name of Bottle Pass Li- quors Inc. is to be relocated to the following de- scribed properly in the County 01 Grand, Slate of Colorado to wilt: Units 1A Fraser Markel Place 45 County Road 804 Fraser, Colorado 80442 The Fraser Board ol Trustees, acting as the local liquor tioensing ,authority, wit hold a public hearing on sad ,apolication on Wednesday March 21, 2012 at 7:00 p.m. in the Fraser Town Hall Board Room,: located 01 183 Fraser Avenue, Fraser, Colorado. Petitions or remonstrations may be filed by for- warding them to the Fraser Town Clerk, P. O. Box 370, Fraser, CO 80442. Published by order of the Fraser Town Clerk this 511, day of March, 2012. Published in the Middle Park Times, /s/ Lu Berger, Town Clerk Publication: March 8,2012 Published in the Middle Park Times March 8, 2012. (7642646) Clerks Bottle Pass Liquors, Inc. Briefing October 17, 2012 On this week’s agenda we have Bottle Pass Liquors, Inc.(the Applicant)Change of Location Application. They are requesting the Local Licensing Authority grant them permission to move their store into the space previously occupied by Wild West in the Safeway complex. Included are copies of the documents submitted with the application. PLEASE NOTE: Per CRS 12-47-301 (2)(a) the needs and desires of the neighborhood may be evidenced by petitions, remonstrations or otherwise. The Applicant has chosen to submit petitions to demonstrate needs and desires as addressed above. Only the signatures of the residents of the neighborhood can be considered. The area,asdetermined by Fraser, to be the “neighborhood” for the liquor licensing process is the Fraser Valley Metropolitan Recreation District boundaries. In order for the Local Licensing Authority to consider the needs and desires of the neighborhood a petition should,at minimum, contain the following: Printed name and signature Complete physical address within the boundaries outlined by the Town; Street o Town/zip code o The ability to answer yes or no to the request before the Authority. A circulator’s affidavit accompanying the petition is encouraged. Upon receipt of the first petition, I reviewed with the Applicant the types of criteria the Authority can consider when making their decisions.I have highlighted the signatures that meet the requirements listed above. Since the initial hearing on April 18, 2012, Bottle Pass has submitted a new lease. The lease has been included in your packet. A resolution is in your packet, should you decide to grant approval to Bottle Pass Liquors request to change their location. If you have any questions on this application or the hearing process in general,please feel free to contact me as soon as possible before the meeting. If you have any questions, please give me a call. Lu TOWN OF FRASER LIQUOR LICENSING AUTHORITY Follow-up findings and report for application of a Change Location Permit. Owner Name and Address:Bottle Pass Liquors, Inc.,523 Zerex Street, Ste., B-105 & B- 106, Fraser, CO 80442 Establishment Name and Address:Bottle Pass Liquors, 523 Zerex Street, Ste., B-105 & B-106, Fraser, CO 80442 Proposed Address: Unit 1A, Fraser Market Place, County Road 804, 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 Change Location Permit, an investigation has been made, and based on the results thereof, the following has been determined: That the application was filed on February 14, 2012in the Town Clerk’soffice and a public hearing has been scheduled for Wednesday, October 17, 2012. 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 246days. The proposedlocation will be a transfer of an existing license. That the Notice of Public Hearing on this matter was posted on the premises on ThursdayOctober 3, 2012at least 10 days prior to the hearing, and that the publication of the hearing was published in a newspaper of general circulation on October 4, 2012at 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 Fraser Marketplace, LLCand thatFraser Marketplace, LLCwill bethe lawful ownersof the premises. That pursuant to C.R.S. 12-47-313(1)(d) –Restrictions for applications foraChange Location Permit, 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 onRichard Bennett, the owner and managerof Bottle Pass Liquors. 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,October17, 2012at 7:00p.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 isadvised 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 27 day of September,2012. Lu Berger RETAIL LEASE SER M TPLACE wz- TABLE OF CONTENTS Page ARTICLE 1 RENT COMMENCEMENT DATE; RENT 1 SECTION 1.01 RENT COMMENCEMENT DATE 1 SECTION 1.02 TENANT ACCEPTANCE LETTER 1 SECTION 1.03 MINIMUM RENT 1 SECTION 1.021.04 PERCENTAGE RENT 1 SECTION 1.021.05 PERCENTAGE OF RENT ESTIMATED 1 SECTION 1.02 DEFINITION OF LEASE YEAR AND SALES GROSS RECEIPTS 2 SECTION 1.021.07 PERCENTAGE RENT LIMITATION 2 SECTION 1.08 ADDITIONAL RENT 2 SECTION 1.09 USE 2 SECTION 2.011.10 USE RESTRICTIONS 2 SECTION 1.11 RADIUS RESTRICTION 2 ARTICLE 2 ALTERATIONS AND ADDITIONS 3 SECTION 2.01 DELAYED POSSESSION 3 SECTION 2.02 LANDLORD'S WORK 3 SECTION 2.03 TENANT'S WORK 3 ARTICLE 23 OPERATING EXPENSES 3 SECTION 3.01 ADDITIONAL RENT 3 SECTION 3.02 EXPENSE PASS THROUGH 3 SECTION 3.03 PRO RATA SHARE 4 SECTION 3.04 ESTIMATES AND PAYMENTS 4 SECTION 2.033.05 REVIEW OF RECORDS 4 SECTION 3.06 EXTRA CHARGES 4 SECTION 2.033.07 OPERATING EXPENSES DEFINED 4 (a) Taxes 4 (b) Insurance 4 (c) Common Area Maintenance Costs 5 (d) Other Maintenance Costs 6 ARTICLE 4 TENANT COVENANTS 6 SECTION 4.01 CARE OF PREMISES 6 SECTION 4.02 COMPLIANCE WITH LAW 6 SECTION 4.03 TENANT'S INSURANCE 6 SECTION 4.04 INDEMNITY 7 SECTION 4.05 UTILTI'IES 8 SECTION 4.06 PERSONAL PROPERTY TAXES 8 SECTION 4.07 LIENS 8 SECTION 4.08 SECURITY DEPOSIT 8 SECTION 4.09 SIGNS 9 SECTION 4.10 SURRENDER 9 SECTION 4.11 TELEPHONE SERVICE 9 SECTION 4.12 OPERATION OF PREMISES 9 ARTICLE 5 LANDLORD'S COVENANTS AND RIGHTS 10 SECTION 5.01 QUIET ENJOYMENT AND SUBORDINATION 10 SECTION 5.02 LANDLORD'S SERVICES 11 (a) Services To Premises 11 (b) Services To Building 12 (c) Limitations 12 SECTION 5.03 ALTERATIONS BY LANDLORD 12 SECTION 5.04 ENTRY BY LANDLORD 13 ARTICLE 6 GENERAL PROVISIONS 13 SECTION 6.01 PARKING 13 SECTION 6.02 ASSIGNMENT AND SUBLETTING 14 SECTION 6.03 EMINENT DOMAIN 14 SECTION 6.04 EVENTS OF DEFAULT 15 SECTION 6.05 REMEDIES OF DEFAULT 16 SECTION 6.06 DAMAGE BY FIRE OR OTHER CASUALTY 17 SECTION 6.07 LANDLORD'S LIEN AND SECURITY INTEREST 18 SECTION 6.08 SUBROGATION 19 ARTICLE 7 MISCELLANEOUS PROVISIONS 19 SECTION 7.01 ADMINISTRATIVE SERVICE CHARGES AND LATE CHARGES 19 SECTION 7.02 HOLDING OVER 19 SECTION 7.03 MEASUREMENT AND SQUARE FOOTAGE 19 SECTION 7.04 TENANT'S DUE DILIGENCE 20 SECTION 7.05 NOTICES 20 SECTION 7.06 AUTHORITY OF TENANT 20 SECTION 7.07 VENUE 20 SECTION 7.08 AUTHORITIES FOR ACTION 20 SECTION 7.09 BROKERAGE 21 SECTION 7.10 DEFINITION OF LANDLORD 21 SECTION 7.11 ENTIRE AGREEMENT 21 SECTION 7.12 JURY TRIAL WAIVER 21 SECTION 7.13 FORCE MAJEURE 21 SECTION 7.14 SEVERABILITY 21 SECTION 7.15 No SET -OFF 21 SECTION 7.16 RELATIONSHIP OF PARTIES 21 SECTION 7.17 NAME OF BUILDING 21 SECTION 7.18 SUCCESSORS BOUND 22 SECTION 7.19 INTERPRETATION 22 SECTION 7.20 JOINT AND SEVERAL OBLIGATION 22 SECTION 7.21 TIME OF THE ESSENCE 22 SECTION 7.22 EASEMENTS 22 SECTION 7.23 CHANGING USE AND ENLARGING THE BUILDING 23 SECTION 7.24 LIMITATION OF LANDLORD LIABILITY 23 SECTION 7.25 SHORT FORM LEASE 23 SECTION 7.26 ASSIGNMENT OF RENTS, LEASES 23 SECTION 7.27 INTENT OF THE PARTIES - NET LEASE 23 SECTION 7.28 ENVIRONMENTAL PROVISIONS 23 (a) Covenants and Agreements 23 (a) Environmental Indemnification 24 (a) Notice of Claim 24 (a) Survival 24 SECTION 7.29 RULES AND REGULATIONS 24 SECTION 7.30 STATUS STATEMENT 25 SECTION 7.31 DEFINITION OF LEASE 25 Exhibit A -1 Legal Description (Page One) Exhibit A -2 Site Plan (Page Two) Exhibit A -3 Floor Plan Exhibit B Drawings Exhibit C Tenant Acceptance Letter Exhibit D Landlord's Specifications Exhibit E Work Letter Exhibit F Rules and Regulations Exhibit G Special Provisions Exhibit H Tenant Options ii FRASER MARKETPLACE Definitions and Basic Lease Terms For purposes of this Lease, the following terms shall have the meanings ascribed to them below: 1. K G,G 5 j , 2012 2. Landlord and Landlord's Address for Notice: Fraser Marketplace, LLC, a Colorado limited liability company C /oWesley A. Becker 9432 N. Motsenbocker Road Parker, Colorado 80134 And Martin Wohnlich 5611 Blue Sage Drive Littleton, Colorado 80123 3. Rent Payment Address: Fraser Marketplace, LLC, a Colorado limited liability company C/o Extreme Office Services, Attn: Sandy Walker P.O. Box 2002 Winter Park, Colorado 80482 4. Tenant and Tenant's Contact Information for Notice: Bottle Pass Liquors, Inc. a Colorado corporation 45 County Road 804, Unit No. lA P.O. Box 621 Fraser, Colorado 80442 And Bottle Pass Liquors, Inc. 171 Looking Glass Lane Fraser, Colorado 80482 Tax Identification Number: 84- 096142 Phone Number: 970 - 726 -9476 5. Property: That certain real property on which the Building is located, as more fully described in Exhibit A -1, attached hereto and made a part hereof. 6. Building: That certain property, building and other improvements commonly known as Fraser Marketplace located at 45 County Road 804, in the Town of Fraser, County of Grand, and State of Colorado, constructed on the Property and as shown on the Site Plan attached hereto and made a part hereof as Exhibit A -2. For purposes of this Lease, the Buildings shall be deemed to contain approximately 25,298 rentable square feet. 7. Premises: Unit No. 1A on the first floor of the Building, outlined on the floor plan shown on Exhibit A -3, containing approximately 3,697 square feet. 8. Drawings: NA 1 9. Term: That period commencing on the Commencement Date and continuing for sixty (60) full months after the first day of the first full month following the Commencement Date, unless sooner terminated as provided in this Lease. 10. Commencement Date: The Commencement Date is October 1, 2012 11. Rent Commencement Date: The Rent Commencement Date is November 1, 2012. 12. Expiration Date: The last day of the Term of this Lease. 13. Minimum Rent: MONTHS October 1, 2012 through September 30, 2013 October 1, 2013 through September 30, 2014 October 1, 2014 through September 30, 2015 October 1, 2015 through September 30, 2016 October 1, 2016 through September 30, 2017 14. Total Minimum Rent for the Term: $ 255,120.00 15. Tenant's Trade Name: Bottle Pass Liquors, Inc. 16. Use: Retail Packaged Liquor Store RATE PER RENTABLE SQUARE FOOT $ 13.00 $ 13.40 $ 13.80 $ 14.20 $ 14.60 PAYMENTS $ 4,005.00 per month $ 4,128.00 per month $ 4,252.00 per month $ 4,375.00 per month $ 4,500.00 per month 17. Tenant's Pro Rata Share: 14.61% which is the quotient obtained by dividing the total number of square feet of net rentable floor area in the Building into the total number of square feet of net rentable floor area within the Premises. 18. Security Deposit: $4,005.00, to be paid in four equal installments on each of November 1, 2012, December 1, 2012, January 1, 2013, and February 1, 2013. 19. Tenant's Hours of Operation: 10:00 A.M. through 9:00 P.M. Monday through Sunday 20. Broker(s) and Address(es): Lance Gutersohn RE/MAX PEAK TO PEAK P.O. Box 10 • 78491 US Highway 40 Winter Park, Colorado 80482 2 #fiAta- 21. Landlord's Management Agent and Address: Wesley A. Becker Fraser Marketplace, LLC 9432 N. Motsenbocker Road Parker, Colorado 80134 Or such other agent as Landlord may select from time to time. The defined terms set forth above and the Exhibits attached hereto are incorporated into and made a part of the following Lease. Each reference in this Lease to any of the defined terms shall mean the respective information above and shall be construed to incorporate all of the terms provided under the particular Lease paragraph pertaining to such information. In the event of any conflict between the defined terms and the provisions of the Lease, the latter shall control. 3 RETAIL LEASE THIS LEASE is entered into as of the Effective Date set forth above by and between Landlord and Tenant (collectively referred to as "the Parties "). WITNESSETH: Subject to and upon the terms herein set forth, Landlord leases to Tenant and Tenant leases from Landlord the Premises, together with the right of nonexclusive use, in common with others, of common areas and facilities which may be furnished by Landlord. ARTICLE 1 Rent Commencement Date; Rent Section 1.01 Rent Commencement Date. In the event the Rent Commencement Date is a date other than the first day of a calendar month, Minimum Rent and all other charges shall be prorated for any partial month on a per diem basis and shall be due and payable on the first day of the month next following the month in which the Rent Commencement Date occurs along with all charges and payments due for such following month. Section 1.02 Tenant Acceptance Letter. Subsequent to the Commencement Date, Landlord and Tenant shall execute a Tenant Acceptance Letter substantially in the form of Exhibit C hereto, setting forth the precise Commencement and Expiration Dates. The Parties hereto acknowledge and agree that certain obligations under various articles and sections of the Lease may commence prior to the Commencement Date, including but not limited to, Landlord's Work, hold harmless liability, and insurance, and the parties agree to be bound by any such articles or sections prior to the Commencement Date. Section 1.03 Minimum Rent. Tenant shall pay to Landlord the Minimum Rent, without notice or demand and without set -off or deduction for any reason whatsoever, during the Term of this Lease, plus a pro -rata portion of such amount applicable to any partial month at the beginning of the Term, payable in advance on the first day of each calendar month during the Term in monthly installments as set forth in Section 13 of the Basic Lease Terms Sheet. Section 1.04 Percentage Rent. In addition to the Minimum Rent, Tenant shall pay to Landlord an annual percentage rent in a sum equivalent to the amount, if any, of eight percent (8 %) of the Tenant's annual Sales Taxable Gross Receipts (defined below) in excess of One Million Two Hundred Thousand Dollars ($1,200,000.00), as defined hereinafter (the "Percentage Rent "). Tenant shall also pay one- twelfth (1/12) of the estimated Percentage Rent, owing hereunder each month as hereafter provided. Tenant's obligation to pay Percentage Rent shall survive the termination of this Lease as to any such rental owing for the period through the date of termination. Section 1.05 Percentage of Rent Estimated. At the end of each Lease Year, during the Term thereof, including the first Lease Year, Tenant shall pay to Landlord the Percentage Rent owing hereunder. In addition, commencing with the second Lease Year and each Lease Year thereafter during the Term hereof and any extensions thereof, Tenant shall pay to Landlord, in advance, and in equal monthly installments on the first day of each month, one- twelfth (1/12) for the Percentage Rent paid by Tenant for the immediately preceding Lease Year, as an estimate of the Percentage Rent which will be due and owing by Tenant for such current Lease Year. Within (60) days following the end of each Lease Year during the Term hereof, and any extensions thereof, Landlord and Tenant shall determine the exact amount of Percentage Rent owing by Tenant for the Lease Year just completed and Tenant shall pay to Landlord, or receive a credit from Landlord, as the case may be, the amount equal to the difference between the actual Percentage Rent owed for such period and the estimated Percentage Rent actually paid by the Tenant during such period, if any. If necessary, based upon the actual Percentage Rent 1 owed for the Lease Year just completed, an adjustment will be made in the estimated Percentage Rent to be paid by Tenant for the then current Lease Year, as provided above. Section 1.06 Definition of "Lease Year" and "Sales Taxable Gross Receipts" . "Lease Year" as used in this Lease shall be defined as each twelve (12) month period beginning with the Rent Commencement Date or any anniversary thereof and ending on the immediately preceding day one year later. For the purpose of ascertaining Percentage Rent due, the term "Sales Taxable Gross Receipts" shall be defined to mean that amount which the Tenant reports on line four (4) of the its Colorado State Sales Tax return form DR100 defined as net taxable sales. The Tenant will keep on file all Colorado State Sales Tax returns filed during the Term of this Lease and will present copies of said returns to the Landlord from time to time as the Landlord requests in writing. Any information obtained by the Landlord shall be held in strict confidence, except Landlord may inform the holder of any deed of trust on the Premises of the information contained in said reports. Section 1.07 Percentage Rent Limitation. The Percentage Rent owed shall be limited to the lesser of the Percentage Rent calculated annually or an amount equal to Seventeen Dollars ($17.00) per square foot included in the Premises as determined on an annual basis. Amounts calculated to exceed Seventeen Dollars ($17.00) per square foot per Lease Year shall be retained by the Tenant and not be considered Percentage Rent. Section 1.08 Additional Rent. In addition to Minimum Rent, Tenant agrees to pay on the first day of each month as Additional Rent its Pro Rata Share of expenses as defined in Article 3 hereof. Tenant agrees that the amounts indicated below are the specific amounts currently due each month as Additional Rent, but that such amounts are subject to change annually as provided for within said Article. The total estimated Additional Rent for the current calendar year is estimated to be $ 5.25 per rentable square foot. Total Monthly Additional Rent Currently Due from Tenant $1,617.44 Section 1.09 Use. The Premises shall be used and occupied by Tenant (and any permitted and approved subtenants and/or assignees of Tenant) only for the Use specified in Section 16 of the Basic Lease Terms Sheet, and Tenant shall not use or permit the Premises to be used for any other purpose without the prior written consent of Landlord, which may be given or withheld in Landlord's sole and absolute discretion. The Use and Tenant Trade Name are material terms of this Lease, and Landlord is materially relying on the use of the Premises in strict accordance with the Use under Tenant's Trade Name in entering into this Lease. Any change in the Use or Tenants Trade Name at the Premises may only occur upon the prior written approval of Landlord, which may be given or withheld in Landlord's sole and absolute discretion. Section 1.10 Use Restrictions The covenants and restrictions which govern the shopping center in which the Building is located contain certain use restrictions and exclusive use provisions. The use restrictions and exclusive use provisions are summarized in Exhibit G attached hereto and incorporated herewith by this reference. Tenant acknowledges having read and understood the contents of Exhibit G, and agrees to observe and abide by such use restrictions and exclusive use provisions. Section 1.11 Radius Restriction. During the term of this Lease, Tenant or a person or entity which controls or is controlled by Tenant shall not be permitted to own, operate or become financially interested (directly or indirectly, either individually or as a partner, stockholder or otherwise) in a business similar to or in competition with the business of Tenant, which business utilizes Tenant's Trade Name (as may be modified or replaced in the future in accordance with the terms of Section 1.09 above) or a trade name which is otherwise substantially similar to Tenant's Trade Name (as may be modified or replaced in the future in accordance with the terms of Section1.09 above) and which business is located within a radius of one (1) mile from the closest point to the outside boundary of the Building. ARTICLE 2 Alterations and Additions Section 2.01 Delayed Possession. In the event Landlord is delayed in completing Landlord's Work and/or delivering possession of all or any portion of the Premises to Tenant on or before the Commencement Date for any reason other than Landlord's negligence or intentional wrongful acts, Landlord shall not be deemed in default or otherwise liable to Tenant for any claims, damages, or liabilities in connection therewith or by reason thereof, and the Term of this Lease shall nevertheless commence on the Commencement Date. If any delay in delivery of possession is caused by or attributable to Tenant, its servants, agents or independent contractors. then this Lease shall be in full force and effect as of the Commencement Date. Section 2.02 Landlord's Work. Landlord shall, at its sole cost and expense, undertake and complete the improvements described in the specifications attached (or to be attached) hereto as Exhibit D and made a part hereof ( "Landlord's Specifications "), excepting only minor variations as Landlord may deem advisable ( "Landlord's Work "). Upon completion of Landlord's Work in accordance with Landlord's Specifications, Tenant agrees to execute and deliver to Landlord a letter in substantially the same form as is appended hereto as Exhibit C, attached hereto and made a part hereof, accepting delivery of the Premises. By so accepting the Premises, Tenant shall be deemed conclusively to have accepted the same and to have acknowledged that the Premises are in the condition required by Landlord's Specifications, except as to incomplete or defective items of Landlord's Work then specified in writing by Tenant. As to any such items, Landlord shall have a reasonable time following such notification within which to correct same, but in no event shall Landlord be liable to Tenant for latent defects beyond a period of one (1) year after the Commencement Date. In the event of any dispute, the final acceptance by the Tenant shall be conclusive. Landlord shall not be responsible nor have any liability whatsoever at any time for loss or change to Tenant's Work or to fixtures, equipment or other property of Tenant or others installed or placed by Tenant, its servants, agents or independent contractors, on the Premises. Section 2.03 Tenant's Work. Except as set forth in Landlord's Specifications (if applicable) attached (or to be attached) hereto as Exhibit D, Tenant accepts the Premises in its present "AS IS" condition. Tenant specific work can be completed during the construction of Landlord's Work at an additional cost to be passed on to the Tenant. Tenant shall not make or allow to be made any alterations, additions or improvements to the Premises or any part thereof unless in accordance with the Drawings and Work Letter attached hereto as Exhibit E and made a part hereof, without obtaining the prior written consent of Landlord. Any alterations, additions or improvements to the Premises, excepting movable furniture and trade fixtures, coolers and ice machines, and other personal property not physically and permanently attached to the Premises shall become the property of Landlord and shall be surrendered with the Premises. All alterations, additions or improvements to the Premises made or requested by Tenant and approved by Landlord shall be at Tenant's sole cost and expense with the exception of those plumbing and electrical changes specified elsewhere in this lease. All improvements to the Premises shall be owned by Landlord and shall remain upon the Premises without compensation to Tenant. ARTICLE 3 Operating Expenses Section 3.01 Additional Rent. All Operating Expenses as hereinafter defined shall be paid by Tenant to Landlord as Additional Rent. Section 3.02 Expense Pass Through. The Operating Expenses for any calendar year (or portion thereof) during the Term or any renewal thereof shall be paid by Tenant to Landlord as Additional Rent in an amount equal to Tenant's pro rata share of such Operating Expenses. 3 Section 3.03 Pro Rata Share. Tenant's Pro Rata Share of Operating Expenses and other amounts shall be computed by multiplying said expense or amount by a fraction, the numerator of which shall be the number of square feet in the Premises, and the denominator of which shall be the total number of square feet that was directly served by, or included in, each such expense or amount. Section 3.04 Estimates and Payments. Tenant agrees to pay monthly as Additional Rent its Pro Rata Share of Operating Expenses based upon Landlord's estimate of Operating Expenses for the then current calendar year. Landlord will give Tenant written notice of such estimated amounts, and Tenant shall pay one - twelfth (1 /12th) of said estimated amounts monthly to Landlord in the same manner as Minimum Rent. As soon as is reasonably practicable following the end of each calendar year, Landlord will submit to Tenant a statement showing in reasonable detail the Operating Expenses for the preceding calendar year along with a reconciliation of estimated payments made by Tenant as compared to Tenant's actual Pro Rata Share of the amount by which the actual Operating Expenses exceeded the estimated Operating Expenses. However, failure by Landlord to provide Tenant with such statement and reconciliation shall not constitute a waiver by Landlord of its rights to reconcile Tenant's Operating Expense payments. Within thirty (30) days of receipt of such statement and reconciliation, Tenant shall pay to Landlord any additional amounts owed to Landlord thereunder. Any monies owed Tenant by Landlord shall be applied by Landlord against the next accruing monthly installment(s) of Additional Rent due from Tenant. Operating Expenses for each calendar year shall be computed on an accrual basis and shall be determined in accordance with generally accepted accounting principles, consistently applied. Section 3.05 Review of Records.. Tenant or its representative shall have the right, at its expense during normal business hours and at the location of Landlord's books and records, to review Landlord's books and records with respect to Operating Expenses for the year subject of the reconciliation at any time within fifteen (15) days following the delivery by Landlord to Tenant of the statement and reconciliation. If Tenant disputes such statement and reconciliation within 30 days of receipt of the statement and reconciliation, Tenant shall have the option to either pay those monies into a mutually agreeable escrow account or to pay the monies set forth therein and any other monies owed by Tenant under this Lease to the Landlord as a condition precedent to contesting said obligation. Any payments due under this Article 3 shall be prorated for any partial calendar year of the Term by multiplying the amount of Operating Expenses incurred within or attributable to such partial calendar year by Tenant's Pro Rata Share. Tenant's obligation to pay any amounts due under this Article 3 and Landlord's obligation to refund any overpayments made by Tenant under this Article 3 for the final year of the Term shall survive the Expiration Date or earlier termination as herein provided. Section 3.06 Extra Charges. Tenant agrees to pay, as its obligation, the entirety of all expenses incurred by Landlord which are solely attributable to Tenant's use and occupancy or which are incurred pursuant to Tenant's special request for additional services. Any such extra charges shall be due and payable by Tenant within ten (10) days of receipt of invoices for same from Landlord. Section 3.07 Operating Expenses Defined.. Operating Expenses" as used herein shall consist of all Operating Expenses of the Building, including all expenditures or obligations made or incurred by Landlord associated with the ownership, management, maintenance and operation of the Building as may be determined by Landlord to be necessary. Without limiting the generality of the foregoing, Operating Expenses shall include, without limitation, the following: (a) Taxes - "Taxes" shall mean all taxes and assessments and governmental charges levied, whether by federal, state, county, municipal, or other taxing districts or authorities presently taxing the Building or by others, subsequently created or otherwise, and any other taxes or assessments, or substitutions therefore, attributable to the Building or its operation. Should Landlord dispute and contest the Taxes, all costs associated with such dispute or contest shall be considered Taxes for purposes of this Lease. (b) Insurance - "Insurance" as used herein shall mean all insurance of any type, and in those amounts, that Landlord, in its sole discretion, shall deem necessary or advisable to carry in order to protect the Building, Landlord's personal property used in connection therewith, or its interests 4 iti/A therein. Landlord shall have the right at its option to maintain Insurance during the Term, including but not limited to the types and amounts herein below set forth: (I) Comprehensive public liability, property damage insurance, and products liability insurance insuring against claims for personal injury, sickness, disease or death, and property damage suffered in or about the Building, including independent contractor coverage; (II) Fire and extended coverage insurance covering the Building against loss or damage by fire, windstorm, hail, explosion, riot, earthquakes, damage from aircraft and vehicles, smoke damage, vandalism, malicious mischief and such other risks as are from time to time covered under "extended coverage" endorsements and special extended coverage endorsements commonly known as "all risks" endorsements; (III) Boiler and machinery insurance; (IV) State Worker's Compensation Insurance or other similar coverage, in the statutorily mandated amounts, as necessary. Landlord shall have the right and option, but shall not be obligated, to change, cancel, decrease or increase the foregoing insurance coverage's or add additional forms of insurance as Landlord shall deem necessary or desirable, and/or to obtain the foregoing forms of insurance directly and through umbrella policies or policies covering both the Building and other assets owned by or associated with Landlord. Landlord shall at all times carry adequate insurance to restore the building in the event of destruction or damage. (c) Common Area Maintenance Costs - "Common Area Maintenance" shall mean the maintenance of all common areas including, without limitation, all parking areas (whether temporary or permanent), access roads, driveways, curbs, truck ways, loading areas and docks, retaining walls, lighting facilities, service corridors, comfort stations, pedestrian sidewalks, foundations, demising walls, roofs over the entire Building including the Premises, courts and ramps, decorative walls, vacant areas, landscaped and planting areas and facilities, service lines or conduits for gas, water, electric, sewage, heating, ventilating, air conditioning, and lighting services, music and intercom equipment, and fire suppression and warning systems, conduits and appurtenances for use by Tenant in common with other tenants, and such other areas and facilities, whether within or outside the Building, which may be furnished by Landlord and designated from time to time by Landlord as common areas. Maintenance of the common areas shall include, but are not limited to, the following: (I) All expenses in connection with making available for use by Tenant and others the parking facilities for the Building including, but not limited to, any rent or additional rent that Landlord may be required to pay for such use, and including all costs incurred for sweeping, cleaning, litter control, resurfacing, repainting, restriping, removal and replacement of pavement, curbs and car stops, and snow and ice removal; (II) All expenses in connection with making available to Tenant and others Landlord's Services, as set forth in this Lease; (III) Wages and salaries for all employees engaged in operating, maintaining, or providing security for the Building and the associated parking areas including all taxes, insurance and benefits relating to such employees; (IV) The cost of all supplies, tools, equipment and materials used in the operation and maintenance of the Building including, but not limited to, uniforms, paper products, painting and replacement of worn out mechanical or damaged equipment; (V) The cost of all utilities, including, but not limited to, the cost of water, electrical service, heating, lighting, air conditioning and ventilation, excepting those utilities supplied to tenants of the Building at their respective premises and paid for by such tenants, if any; (VI) The cost of all maintenance and service agreements for the Building and equipment therein, including, but not limited to, alarm service, window cleaning, fire protection, sprinklers, exterminating and landscape maintenance of any kind; (VII) Landlord's legal fees, management fees (including, without limitation, salaries and fringe benefits of Building employees), central accounting costs and other professional services associated with the operation and maintenance of the Building; (VIII) The cost of maintenance and repair of roofs, ceilings and exterior walls, gutters, glass, plate glass, show windows, plumbing, pipes and fixtures, and other equipment; and (IX) The cost of all licenses, permits and other governmental charges pertaining to the ownership, operation, and/or maintenance of the Building. (d) Other Maintenance Costs - "Other Maintenance Costs" shall mean the cost of any maintenance determined by Landlord to be required for the Building, the Premises or on the grounds not part of or included in Common Area Maintenance Costs. ARTICLE 4 Tenant Covenants Section 4.01 Care of Premises. Tenant shall take good care of the Premises throughout the Term and preserve same in the condition delivered to Tenant on the Commencement Date, normal wear and tear excepted. Landlord shall repair or replace any damage done to the Building or any part thereof caused by Tenant or Tenant's agents, employees, invitees or visitors. Tenant shall pay the cost thereof to Landlord on demand as Additional Rent. Tenant shall be responsible for maintaining, repairing and or replacing the heating, ventilating and air conditioning equipment which serves the Premises, and for repainting and redecorating the Premises, cleaning window coverings and carpets at reasonable intervals as needed, and making repairs, replacements and alterations as needed. Landlord hereby reserves the right to require Tenant to maintain and bear the expense of a heating, ventilating and air conditioning equipment maintenance contract by a qualified contractor approved by Landlord in its reasonable discretion, and Tenant shall provide a copy of same to Landlord from time to time upon request. All repairs, replacements or improvements undertaken by Tenant under this Section 4.01 shall be performed in a good and workmanlike manner, using first quality materials and reputable contractors, and shall be of equal or better quality and utility to the original work. All contractors who are to perform work in the Premises for or on behalf of Tenant shall be subject to Landlord's prior written approval, which approval shall not be unreasonably withheld. Section 4.02 Compliance with Law. Tenant shall neither use the Premises, nor permit any act to be done in or about the Premises which will in any way conflict with any law, statute, ordinance or governmental rule or regulation now in force or hereafter enacted or promulgated. Tenant shall neither do, nor permit any act to be done in or about the Premises, nor bring or store anything therein which is not appropriate to the permitted use of the Premises, nor which will in any way increase the existing rate of, or adversely affect, any fire or other insurance upon the Building or any of its contents, or cause a cancellation of any insurance policy covering the Building, any part thereof, or any of its contents. Section 4.03 Tenant's Insurance. Tenant shall procure and maintain throughout the Term of the Lease, at its sole cost and expense, a policy or policies of insurance of the types and amounts as herein below set forth: (a) Comprehensive public liability (including broad form contractual liability coverage in support of the indemnity provisions contained herein), property damage insurance and products liability insurance (where there is exposure) insuring against claims for personal injury, sickness, disease or death, and property damage suffered in or about the Premises, including independent contractor coverage, with a combined single limitation of coverage in an amount of not less than One Million Dollars ($1,000,000.00) per occurrence or with split limits for bodily injury of not less than Five Hundred Thousand Dollars ($500,000.00) per occurrence and property damage liability not less than Five Hundred Thousand Dollars ($500,000.00), which policies shall contain deductibles in amounts of not more than Ten Thousand Dollars ($10,000.00); (b) Fire and extended coverage insurance and improvements and betterments insurance covering Tenant's merchandise, personal property, fixtures, improvements, wall coverings, floor coverings, window coverings, alterations, furniture, equipment, lighting, ceilings, heating, ventilation and air conditioning equipment, interior plumbing, plate glass and any other items installed by Tenant or which constitute non - building standard improvements, against loss or damage by fire, windstorms, hail, earthquakes, explosion, riot, damage from aircraft and vehicles, smoke damage, vandalism and malicious mischief and such other risks as are from time to time covered under "extended coverage" endorsements and special extended coverage endorsements commonly known as "all risks" endorsements, in an amount equal to the greater of the full replacement value or that amount required by Landlord's mortgagee from time to time with deductible amounts not to exceed Five Thousand Dollars ($5,000.00); (c) State Worker's Compensation Insurance, or other similar coverage, in the statutorily mandated amounts, if the nature of Tenant's undertakings with respect to this Lease and the Building require that any or all of its employees be provided such coverage. It is expressly understood and agreed that the foregoing minimum limits of insurance coverage shall not limit the liability of Tenant for its acts or omissions as provided in this Lease. All of the foregoing insurance policies (with the exception of Worker's Compensation Insurance to the extent not available under statutory law) shall name Landlord, its agents, and such other interested parties as Landlord may from time to time designate, as additional insureds and shall provide that any loss shall be payable to Landlord and any other interested parties as Landlord shall designate, as their respective interests may appear. All such policies shall be written as primary policies, noncontributing with and in excess of coverage, which Landlord may carry. Tenant shall deliver copies of all such policies and all endorsements thereto, certified as true and complete by the issuer thereof, prior to the Commencement Date, or, in the case of renewals thereto, fifteen (15) days prior to the expiration of the prior insurance policy, together with evidence from the insurer that such policies are fully paid for, and that no cancellation, material change or non - renewal thereof shall be effective except upon thirty (30) days' prior written notice from the insurer to Landlord and its designees. If Tenant shall at any time fail to procure and/or maintain insurance as herein provided, Landlord shall be at liberty to do so as often as such failure shall occur without waiving any other rights under this Lease. Any premiums or other sums paid by Landlord in obtaining or maintaining such insurance shall be and become, and are hereby declared to be, Additional Rent hereunder, payable on demand, for the collection of which Landlord shall have all the remedies provided for in this Lease or by law for the collection of rent. Payment by Landlord of such premium or the carrying by Landlord of any such policy shall not be deemed to waive or release the default of Tenant with respect thereto. Tenant's failure to provide and maintain in force the insurance provided for herein or to provide Landlord with satisfactory evidence thereof, shall be regarded as a default hereunder, entitling Landlord to exercise any or all of the remedies provided in this Lease upon the occurrence of an Event of Default. Section 4.04 Indemnity. Tenant hereby covenants and agrees to indemnify, defend and save harmless, Landlord and its affiliated companies, and their respective managing agents, leasing agents, and other agents, managers, members, employees, and representatives (collectively referred to herein as "Indemnitees ") from and against any and all liabilities, lawsuits, expenses (including attorneys' fees), damages, claims, suits, costs, and causes of action of any kind whatsoever arising out of, or alleged to have arisen out of, in whole or in part, (i) any act, omission or negligence on the part of Tenant, Tenant's contractors, subcontractors, agents, or employees by reason of Tenant's operations, use or 7 occupancy of the Premises, (ii) any breach, violation, or nonperformance of any covenant of Tenant under this Lease, or (iii) any accident, injury, death or damage whatsoever and howsoever caused to any person, or any property, occurring in, on or about the Premises regardless of whether or not such liabilities, damages claims, suits, costs, accidents, injuries or deaths are caused by or attributed in any way to the negligence of Landlord or any Indemnitees. Tenant, as a material part of the consideration to Landlord, hereby assumes all risk of damage to property or injury to persons in, upon or about the Premises from any cause, and Tenant hereby waives all claims with respect thereof against Landlord. Tenant shall give prompt notice to Landlord in case of casualty or accidents in or about the Premises. Neither Landlord nor any Indemnitees shall be liable for any loss or damage to persons or property resulting from fire, explosion, falling plaster, steam, gas, electricity, water or rain which may leak from any part of the Building or from the pipes, appliances or plumbing works therein or from the roof, street or subsurface or from any other places resulting from dampness or any other cause whatsoever, except personal injury caused by or due to the negligence of Landlord; nor shall Landlord or any Indemnitee be liable for interference with the electrical service, ventilation, or for any latent defect in the Premises. In no event shall Landlord or any Indemnitee be liable in any manner to Tenant, its agents or employees, for any loss or damage resulting from or arising out of the acts or omissions of other tenants, their employees, agents, customers or invitees or any other persons whatsoever. Section 4.05 Utilities. Tenant shall not install any equipment (such as computing equipment) in the Premises without Landlord's prior written consent that requires an electrical current other than 120 volt, single phase, or equipment, which singly consumes more than 0.5 kilowatts at rated capacity. The Landlord agrees to supply an electrical panel and drainage sufficient to supply the requirements of Tenants Cooler and Ice production and storage at Landlords expense prior to occupancy by the Tenant. The cost of any other special electrical installations which must be approved by Landlord shall be paid by Tenant. Tenant shall pay for all utility services, including electricity and gas charges, and charges for telephone service and all other services and utilities supplied to the Premises, together with any taxes thereon. Landlord reserves the right to have installed, at Tenants' expense, separate metering devices by which Tenant will be billed for actual usage. At no time shall Tenant permit the use of electricity consumed in the Premises to exceed the capacity of feeders to the Building or the risers or wiring installation. Landlord does warrant or represent that such capacity shall be adequate for Tenant's purposes. Section 4.06 Personal Property Taxes. Tenant shall pay or cause to be paid before delinquency, any and all taxes levied or assessed and payable during the term hereof upon all of Tenant's leasehold improvements, equipment, furniture, fixtures, and other personal property located in the Premises. Section 4.07 Liens. Tenant shall keep the Premises and the Property on which the Building is located free from any liens arising out of any work performed, materials furnished, or obligations incurred by or on behalf of Tenant further, Tenant shall post the property or take whatever actions are required to avail itself and Landlord of any statutory protections offered by the laws and statutes of the State in which the Building is located. Should any mechanic's or other lien be filed against the Premises or the Building by reason of Tenant's acts or omissions or because of a claim against Tenant, Tenant shall cause the same to be canceled and discharged of record by bond or otherwise within forty - five (45) days after notice by Landlord. Should Tenant fail to discharge said lien within forty-five (45) days after receipt of notice from Landlord, Landlord may pay the amount claimed in the lien. If Landlord elects to pay the amount claimed in said lien, Tenant hereby agrees to reimburse Landlord for the amount so paid by Landlord, plus an amount equal to twenty percent (20 %) of said amount as administrative costs, all of which shall be deemed Additional Rent, payable on demand. The remedies herein provided shall be in addition to all other remedies available to Landlord. Section 4.08 Security Deposit. Upon the execution of this Lease, Tenant shall deposit the Security Deposit with Landlord, and Landlord will keep the Security Deposit on deposit at all times during the Term. Landlord hereby acknowledges receipt of the Security Deposit as security for the payment by Tenant of the rents herein agreed to be paid and for the faithful performance of all the terms, conditions 8 ivaiL and covenants hereof. The Security Deposit shall be held by Landlord without liability for interest, and Landlord shall not be required to segregate such deposit from other deposits or other funds of Landlord. If, at any time during the Term, Tenant does not fulfill any of its obligations under this Lease, Landlord shall have the right without prejudice to any other remedy or remedies, which Landlord may have to use, said deposit, or so much thereof as necessary, to satisfy said obligations. If any portion of the Security Deposit is used, applied, or retained by Landlord as herein described, then Tenant shall, within five (5) days after written demand therefore, deposit cash with Landlord in an amount sufficient to restore the Security Deposit to its original or adjusted amount, and Tenant's failure to do so shall be a material breach of this Lease. If Tenant fully and faithfully performs every term, condition, covenant, and obligation of this Lease during the Term thereof, the Security Deposit, or any balance thereof, without interest, shall be returned to Tenant within thirty (30) days after the expiration of the Term of this Lease. Landlord may deliver the funds deposited herein by Tenant to the purchaser of Landlord's interest in the Premises in the event such interest is sold, and thereupon Landlord shall be discharged from any further liability with respect to such deposit. Said deposit shall not be construed as liquidated damages, and if Landlord's claims exceed said deposit, Tenant shall remain liable for the balance of such claims. Landlord (and not its managing agent) will hold the Security Deposit and assumes full financial responsibility to the Tenant for the return of the Security Deposit (if, in fact, any portion or all of the Security Deposit is to be returned to Tenant by the terms of this Agreement). Landlord's managing agent is authorized to receive notices of behalf of Landlord concerning the Security Deposit. Tenant should direct all inquiries concerning the Security Deposit to Landlord's managing agent at the address set forth in Section 2 of the Basic Lease Terms Sheet. All such inquiries should be in writing and identify the Tenant's name, building name, street address and unit number, and explain the reason(s) for the inquiry. Section 4.09 Signs. Tenant agrees to abide by the sign regulations of the town of Fraser and those mentioned in the Rules and Regulations attached. Tenant shall pay all costs of fabrication, installation and maintenance of all permitted signs, displays, and other advertising media. Tenant has the right to remove and keep all signage at the cessation or end of the lease. Landlord shall have the right to approve the permanent store front signage mounted above the space. All signs shall be kept in good repair and proper operating order at all times throughout the Term hereof. Tenant, upon vacation of the Premises and at its sole cost and expense, shall promptly remove its sign(s), and upon the removal or alteration of its sign(s) for any reason, shall be responsible for the repair, painting, restoration or replacement of the surface where its sign(s) were anchored or attached. Section 4.10 Surrender. Upon the expiration of the Term or other termination of the Term, and without further notice, Tenant shall peaceably and quietly quit and surrender to Landlord the Premises, broom clean, in as good a condition as existed on the Commencement Date, excepting only ordinary wear and tear, and loss by fire, casualty and other casualty not attributable to the acts or omissions of Tenant, its agents, employees, invitees, servants, or licensees. Tenant's obligation to observe or perform this covenant shall survive the Expiration Date or prior termination of the Term. Section 4.11 Telephone Service. Tenant shall separately arrange with the applicable local public authorities or utilities, as the case may be, and directly pay for the furnishing, installation and maintenance of all telephone services and equipment as may be required by Tenant in the use of the Premises. Landlord shall not be liable for any damage resulting from Tenant's inability to receive such services, and any such inability shall not relieve Tenant of any of its obligations under this Lease. Section 4.12 Operation of Premises. Tenant shall use, occupy and operate the entire Premises continuously and without interruption during the Term (using only minor portions of the Premises for storage and office purposes as are reasonably required), shall not abandon or vacate the Premises, shall not permit, license, or suffer the occupancy of any other party in the Premises and shall: 9 itaita,Q (a) Keep the Premises open for business continuously and without interruption during Hours of Operations and such other hours as Landlord may reasonably designate, unless prohibited by applicable laws; (b) Operate its business under Tenant's Trade Name as set forth in Section 15 of the Basic Lease Terms Sheet, with adequate inventory and personnel and in a first -class manner as will enhance the Building and its reputation as a desirable place to shop and as will achieve the maximum profitable volume of sales; (c) Conduct no auction, fire or bankruptcy sales or engage in similar selling practices; (d) Erect no displays outside the Premises or in any way obstruct the common areas; and (e) Prevent the Premises from being used in any way which will injure the reputation of the same or of the Building or from being used in any way which may be a nuisance, annoyance, inconvenience or damage to the other tenants or occupants of the Building, including, without limitation, noise by the playing of any musical instrument or radio or television or the use of a microphone, loud speaker, electrical equipment or other equipment which may be heard outside the Premises. (f) For a period of 60 days Tenant shall have the right prior to termination of the lease to post signage in the windows directing customers to any new location of the Tenant. (g) Tenant shall have the right to stop operations for a period of up to 60 days prior to the termination of the lease and shall not be obligated to the Percentage Rent during the period operations are stopped. (h) Tenant shall operate during the hours stipulated above but reserves the right to adjust those hours of operations to accommodate seasonal trends as well as any vacation or leave time needed by the owners of the Tenant. (i) Landlord and Tenant agree that Landlord's damages would be difficult to ascertain and that no adequate remedy at law may exist to compensate Landlord in the event Tenant fails to strictly adhere to the provisions hereof. Failure of Tenant to so adhere to the provisions of this Section for a period greater than five (5) days shall be an Event of Default under this Lease for which the Landlord may seek all remedies available to it under this Lease, at law and in equity, including, at its election, the obtainment of injunctive relief for Tenant's default hereunder. ARTICLE 5 Landlord's Covenants and Rights Section 5.01 Quiet Enjoyment and Subordination. Provided Tenant performs all of Tenant's obligations under this Lease, including the payment of Minimum Rent, Percentage Rent, and Additional Rent and other sums payable by Tenant hereunder, Tenant shall, during the Term, peaceably and quietly enjoy the Premises without disturbance from Landlord or any other persons acting by, through or under Landlord; subject, however, to the ground leases, deeds of trust, mortgages and security agreements to which this Lease is subject and subordinate, and to all applicable laws and other governmental and legal requirements, all applicable easements, encumbrances and restrictive covenants (including that certain Declaration of Easements with Covenants and Restrictions Affecting Land which was recorded in the real estate records of Grand County, Colorado, on June 9, 1998 at Reception No. 98006144), the lien of any real estate taxes, and all applicable insurance requirements and regulations, whether now existing or hereafter arising. This covenant and all other covenants of Landlord under this Lease shall be binding upon Landlord and its successors only with respect to breaches occurring during its and their respective ownership of Landlord's interest hereunder. Notwithstanding the foregoing, however, no diminution or abatement of payments due hereunder shall be claimed by or allowed to Tenant for inconvenience or discomfort arising from the making of any 10 repairs or improvements to the Premises or the Building, nor for any space taken to comply with any law, ordinance or order of any governmental authority, except as provided for herein. The obligation of Tenant to pay rent of all kinds hereunder is an independent covenant and an absolute obligation. This subordination provision shall be self - operative, and no further instrument of subordination shall be required; provided, however, that Tenant agrees to execute and deliver, upon request, such further instrument(s) confirming this subordination as may be requested by Landlord, its mortgagee, or proposed mortgagee. Such instrument(s) may require Tenant to notify the mortgagee of defaults by Landlord hereunder, to make rental payments to the mortgagee upon proper notice, and to allow the mortgagee a reasonable time to cure defaults hereunder if Landlord has not done so. After delivery to Tenant of a notice from Landlord that Landlord has entered into a lien instrument covering the Premises, or any portion thereof, Tenant agrees to thereafter deliver to any such lienholder a copy of any notices to Landlord of any default and such lienholder shall have the right (but not the obligation) to cure any such default within a reasonable time thereafter, and Tenant further agrees that, except with the prior written consent of such lienholder, Tenant shall not (i) amend or modify this Lease or (ii) pay any rent more than one month in advance. Tenant covenants and agrees that, in the event a lien covering the Building is foreclosed, or title thereof is passed pursuant to a deed -in -lieu of foreclosure, Tenant will attorn to the purchaser under any foreclosure sale (or grantee under a deed -in -lieu of foreclosure) if so requested by such purchaser or grantee, and Tenant shall recognize same as Landlord under this Lease. Tenant agrees to execute and deliver upon request of Landlord or any such lienholder, purchaser or grantee such instrument(s) as may be requested to evidence such attornment. Section 5.02 Landlord's Services. Subject to Tenant's payment of its Minimum Rent, Percentage Rent, and Additional Rent and such additional charges as are set forth in this Lease, including without limitation, Operating Expenses, Landlord shall provide the following services: (a) Services To Premises: Landlord shall provide to the Premises: (1) Heating and refrigerated air conditioning in season at such temperatures and in such amounts as shall be considered by Landlord to be standard; provided, however, that the cost thereof, including the cost of installation, operation, use, maintenance, and metering shall be paid by Tenant. Whenever machines, equipment, or nonstandard lighting that generate abnormal heat are used in the Premises which affect the temperature otherwise maintained by the air conditioning system, Landlord shall have the right to install supplemental air conditioning equipment in or about the Premises, and the additional cost thereof, including the cost of installation, operation, use, maintenance, and metering, shall be paid by Tenant to Landlord on demand together with interest at the highest lawful rate per annum from the due date until paid. Throughout the Term, Landlord shall redistribute electrical energy to the Premises (not exceeding the present electrical capacity of the Building) upon the following terms and conditions: Landlord shall not be obligated to provide electricity required for equipment which (singly) consumes more than 0.5 kilowatts per hour at rated capacity or requires a voltage other than 110 volts single phase with the exception of providing electricity adequate for the cooler; (IV) Landlord shall not be liable to Tenant in any way for any loss, damage, failure, effects or change in the quantity or character of electricity furnished to the Premises, or in the event such quantity or character of electricity furnished to the Premises is no longer available or suitable for Tenant's requirements; 11 16/4J2-- (V) The Landlord has confirmed the existence of a 400 amp panel serving the space, any additional electrical work associated to the Tenant's improvements will be at their expense. (VI) Landlord shall not be liable in the event of any diminution, cessation or interruption in the supply of electricity, or of any other utility, including but not limited to, air conditioning, heat or water, and Tenant agrees that such supply may be interrupted for inspection, repairs, replacement or in case of emergency; nor shall the diminution, cessation or the interruption of the same be construed as a constructive eviction of Tenant, or excuse Tenant from failing to perform any of its obligations hereunder. (b) Services To Building: Landlord shall provide in the Building: (I) Water, both hot and cold at those points of supply provided for general use of tenants in the Building; (II) Tenant shall be responsible for providing security for the Premises and Landlord shall have no liability therefore; provided, however, that Landlord shall have the right, but not the obligation, to provide security for the Building in such forms as Landlord may deem appropriate, from time to time. In such event, Tenant agrees to cooperate fully with any security personnel or systems and with any efforts by Landlord to maintain security in the Building and shall follow all rules and regulations promulgated by Landlord with respect thereto; but Tenant expressly agrees and acknowledges that Landlord shall have no liability to Tenant, its employees, agents, invitees or licensees for losses or injuries due to any criminal act or for damage done by any unauthorized persons on the Premises or the Building and Landlord shall not be required to insure against any such losses or injuries. (c) Limitations: Subject to the provisions of Section 6.06 below, Landlord shall operate, maintain, repair and replace the systems, facilities and equipment directly necessary for the provision of Landlords Services under this Section 5.02 (except as such may be installed by or be the property of Tenant), and shall be responsible for and shall expeditiously maintain and repair the foundations, structure and roof of the Building provided that: (I) If all or any part of such system, facilities, and equipment are destroyed, damaged or impaired, Landlord shall have a reasonable time in which to complete the necessary repair or replacement, and during that time shall be required only to maintain such services as are reasonably possible under the circumstances; (II) Landlord may temporarily discontinue such services or any of them at such times as may be necessary due to causes (except lack of funds) beyond the reasonable control of Landlord or for purposes of maintenance, repair, replacement, testing or examination; (III) Landlord shall use reasonable diligence in carrying out its obligations under this Section 5.02 but shall not be liable under any circumstances for any consequential damage to any person or property for any failure to do so; and (IV) No reduction or discontinuance of such services under this Section 5.02 shall be construed as an eviction of Tenant or (except as specifically provided in this Lease) release Tenant from any of its obligations under this Lease. Section 5.03 Alterations by Landlord. Landlord may from time to time: (a) Make repairs, replacements, changes or additions to the structure, systems, facilities and equipment in the Premises where necessary to service the Premises or other parts of the Building; 12 it /a (b) Make changes in or additions to any part of the Building not in or forming part of the Premises; and (c) Change or alter the location of any areas of the Building which may, from time to time, be designated by Landlord for use during normal business hours by Tenant in common to all tenants and other persons in the Building but under the exclusive control of Landlord. (d) In connection therewith, Landlord and/or its representatives may enter on or about the Premises and other areas of the Building with such material as Landlord may deem necessary, and may erect scaffolding and all other necessary structures on or about the Premises or the Building. Tenant waives and releases any claims for damage including loss of business resulting therefrom; provided, however, that in the exercise of its rights hereunder, Landlord shall use reasonable efforts to avoid unreasonable interference with the conduct of Tenant's business. Section 5.04 Entry by Landlord. Landlord and Landlord's agents and representatives shall have the right to enter into and upon the Premises, or any part thereof, at all reasonable times for purposes of examination of the Premises; making such repairs or alterations therein as may be necessary in Landlord's sole judgment for the safety and preservation thereof; erecting, maintaining, repairing or replacing wires, cables, conduits, vents, HVAC equipment, plumbing equipment, or any other equipment or facilities running in, to, or through the Premises; showing the Premises to prospective tenants; showing the Premises to prospective purchasers or mortgagees; and posting notices of non- responsibility. Landlord may enter the Premises at any time in case of emergency without prior notice to Tenant. Any entry to the Premises obtained by Landlord by any reasonable means, shall under no circumstances be construed or deemed to be forcible or unlawful entry into or a detainer of the Premises, or an eviction, partial eviction or constructive eviction of Tenant from the Premises or any portion thereof, or disturbance of Tenant's use or possession of the Premises, and shall not relieve Tenant of its obligations hereunder. ARTICLE 6 General Provisions Section 6.01 Parking. Tenant shall have the right to use the parking spaces in the parking facility from time to time associated with the Building. All parking spaces in the parking facility associated with the Building shall be and remain available for the use of all tenants of the shopping center of which the Building is a part, and no tenant shall be entitled to designate or reserve parking spaces for its customers' use. Tenant shall at no time interfere with the rights of Landlord or others entitled to similar use of said parking areas. An excessive use of parking areas by another tenant shall not be a default or breach of this Lease, and shall in no way suspend or terminate any of Tenant's obligations under this Lease. All parking areas furnished by Landlord shall be subject to the reasonable control and management of the Landlord, who shall have the right, but not the obligation, from time to time to establish, modify and enforce reasonable rules and regulations with respect thereto. Landlord further reserves the right to change, reconfigure, or rearrange the area, and to restrict or eliminate the use of any parking areas and do such other acts in and to said areas as Landlord shall determine to be necessary or desirable. All such actions, including any action or inaction as to rules and regulations for the parking areas, shall not be deemed an eviction of Tenant nor a disturbance of Tenant's use of the Premises. Parking spaces will be unassigned, provided that Landlord may at any time assign parking spaces, and Tenant shall thereafter be responsible to insure that its employees park in the designated areas. Tenant shall, if requested by Landlord, furnish to Landlord a complete list of the license plate numbers of all vehicles operated by Tenant, Tenant's employees and agents. Landlord shall not be liable for any damage of any nature whatsoever to, or any theft of, vehicles, or contents therein, in or about such parking facility. 13 ih,02 Section 6.02 Assignment and Subletting. Tenant expressly covenants that it shall not, by operation of law or otherwise, assign, sublet, encumber or mortgage this Lease, or any part thereof, or permit the Premises to be used by others without the prior written consent of Landlord in each instance, which consent shall not be unreasonable withheld. Any attempt by Tenant to assign, sublet, encumber or mortgage this Lease without the prior written consent of Landlord shall be null and void and no acceptance of any rent from such attempted assignee or sublessee shall constitute a waiver of the provisions of this Section 6.02. The consent by Landlord to any assignment, mortgage, encumbrance, subletting or use of the Premises by others shall not constitute a waiver of landlord's right to withhold its consent to any other assignment, mortgage, encumbrance or use by others of the Premises. The absolute and unconditional prohibitions in this Section 6.02 and Tenant's agreement thereto are material inducements to Landlord to enter into this Lease with Tenant, and any breach or attempted breach thereof shall constitute an Event of Default hereunder permitting Landlord to exercise all remedies provided for herein or by law or in equity on a default by Tenant. (a) If Landlord shall consent to a sublease or an assignment pursuant to a request from Tenant, Tenant shall cause to be executed by its assignee or sublessee an agreement to perform faithfully and to assume and be bound by all of the terms, covenants, conditions, provisions and agreements of this Lease for the period covered by the assignment or sublease to the extent of the space sublet or assigned. Further, it shall be the agreement of any sublessee that Landlord may, in its discretion, pursue all remedies herein provided against sublessee, Tenant, or both, jointly or severally. (b) If the rent and other monies payable by the sublessee to Tenant for or in connection with the use and occupancy of the sublet space shall be in excess of the Minimum Rent, Percentage Rent, Additional Rent, and all other rents provided for in this Lease, Tenant shall so notify Landlord, and Tenant shall pay to Landlord fifty percent (50 %) of the excess as received by Tenant. Section 6.03 Eminent Domain. If, during the Term, all of the Premises shall be taken for any public or quasi - public use under any statute or by right of eminent domain, or purchased under threat of such taking, this Lease shall automatically terminate on the date on which the condemning authority takes possession of the Premises ( "Date of Such Taking "). If during the Term only part of the Building is taken or purchased as set out in this Section 6.03, and if in the reasonable opinion of Landlord substantial alteration or reconstruction of the Building is necessary or desirable as a result thereof, whether or not the Premises are or may be affected, or if in Landlord's reasonable judgment the condemnation award to Landlord (less the costs and expenses incurred by Landlord in connection with the condemnation) will be insufficient to cover the cost of restoration of the Building, or if such taking occurs during the last two (2) years of the Term, Landlord shall have the right to terminate this Lease by giving Tenant at least thirty (30) days' written notice of such termination. Notwithstanding the foregoing, if more than one -third (1/3) of the number of square feet in the Premises is included in such taking or purchase, Tenant shall have the right to terminate this Lease by giving Landlord at least thirty (30) days' written notice thereof, and this Lease shall terminate upon the Date of Such Taking. If either party exercises its right of termination hereunder, this Lease shall terminate on the date stated in the notice; provided, however, that no termination pursuant to notice hereunder may occur later than sixty (60) days after the Date of Such Taking. On any such date of termination under this Section 6.03, Tenant shall immediately surrender to Landlord the Premises and all interests therein under this Lease. After such termination, and on notice from Landlord stating the Minimum Rent, Percentage Rent, Additional Rent, and other monies then owing, Tenant shall forthwith pay Landlord such amounts. If any portion of the Premises (but less than the whole thereof) is so taken, and no rights of termination herein conferred are timely exercised, the Term of this Lease shall expire with respect to the portion so taken on the Date of Such Taking. In such event the Minimum Rent, Percentage Rent, Additional Rent, 14 and other charges payable hereunder with respect to such portion so taken shall abate on such date, and the Minimum Rent, Percentage Rent, and other charges thereafter payable with respect to the remainder not so taken shall be adjusted pro rata by Landlord in order to account for the resulting reduction in the number of square feet in the Premises. Also in such event Landlord shall, to the extent Landlord deems feasible and within a reasonable time, restore the Premises to substantially its former condition, but Landlord shall not in any event be required to spend for such work an amount in excess of the amount received by Landlord as compensation for such taking (less the costs and expenses incurred by Landlord in connection with the condemnation proceedings), and subject to Landlord's obtaining all necessary government approvals and permits required to make such repairs. Upon any such taking or purchase, Landlord shall be entitled to receive and retain the entire award or compensation paid by the condemning authority, and Tenant shall not have nor advance any claim against Landlord for the value of its property or its leasehold estate or the unexpired Term of this Lease, or for costs of removal or relocation, or business interruption expense or any other damages arising out of such taking or purchase. Nothing herein shall give Landlord any interest in or preclude Tenant from seeking and recovering for its own account from the condemning authority any reimbursement under current law for Tenant's moving expenses. If any such award made or compensation paid to either party specifically includes an award or amount for the other, the party first receiving the same shall promptly account therefore to the other. Section 6.04 Events of Default. Each of the following acts, omissions or occurrences shall constitute an "Event of Default" and a material breach of this Lease: (a) Failure by Tenant to pay any installment of Minimum Rent, Percentage Rent, Additional Rent, or other sums payable by Tenant under this Lease (or cure any other default which is curable by the payment of money) as and when the same shall become due and payable such failure to pay shall continue for a period of five (5) days after written notice thereof from Landlord to Tenant; or (b) Failure by Tenant to perform or observe any of the other covenants, agreements, terms or conditions of this Lease to be performed by Tenant (other than any default curable by payment of money), and such default shall continue for a period of fifteen (15) days after written notice thereof from Landlord to Tenant, or, in the case of a default which cannot with due diligence be cured within fifteen (15) days, Tenant fails to proceed promptly after the giving of such notice and with all due diligence cure such default; or (c) Failure by Landlord to perform or observe any of the other covenants, agreements, terms or conditions of this Lease to be performed by Landlord (other than any default curable by payment of money), and such default shall continue for a period of fifteen (15) days after written notice thereof from Tenant to Landlord, or, in the case of a default which cannot with due diligence be cured within fifteen (15) days, Landlord fails to proceed promptly after the giving of such notice and with all due diligence cure such default; or (d) Tenant or any Guarantor shall become insolvent or unable to pay its debts as they become due, or Tenant or Guarantor notifies Landlord that it anticipates either condition; Tenant or Guarantor takes any action to file a petition under any section or chapter of the United States Bankruptcy Code, as amended from time to time, or under any similar law or statute of the United States or any state thereof; or a petition shall be filed against Tenant or any Guarantor under any such statute, or a receiver or other custodian shall be appointed for Tenant or any Guarantor, whether or not the same shall relate to their interests in the leasehold; or (e) If, within sixty (60) days after the filing of petition in bankruptcy against Tenant or any Guarantor of this Lease or the commencement of any proceeding against Tenant or any Guarantor of this Lease seeking any reorganization, composition, readjustment or similar relief under any law, such proceeding shall not have been dismissed; or 15 oft- (0 Abandonment of the Premises by Tenant, or any portion thereof, as shown by failure to occupy the Premises, which abandonment shall be conclusively deemed to have occurred if Tenant fails to occupy the Premises, or any portion thereof, for a period of ten (10) days; or (g) Failure of Tenant to take possession of the Premises when Landlord notifies Tenant the same are ready for occupancy; or (h) If a tax lien or a mechanic's and/or materialmen's lien is filed against any property of Tenant, or Tenant does or permits to be done anything which creates a lien upon the Premises or the Building and such lien shall continue without cure for a period of forty five (45) days after written notice thereof from Landlord to Tenant; or (i) Default by Tenant or any Guarantor of this Lease or under any other lease or sublease with Landlord or Landlord's agent; or (j) Tenant makes a bulk sale of its goods, or moves, commences, attempts or threatens to move its goods, chattels and equipment out of the Premises (other than in the normal course of its business) or ceases to conduct business from the Premises. Section 6.05 Remedies of Default. Upon the occurrence of any Event of Default specified in Section 6.04 above, Landlord shall have the option to pursue any one or more of the following remedies, without any notice or demand whatsoever except as specifically provided for in this Lease: (a) Terminate this Lease fifteen (15) days after written notice to the Tenant, 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 rent, enter upon and take possession of the Premises and expel or remove Tenant and any other person occupying the Premises, or any part thereof. Tenant agrees to pay to Landlord, on demand, damages in an amount equal to the present value (calculated at a discount rate equal to the Prime Rate of interest as published by the Wall Street Journal effective as of the date of termination) of the amount of Minimum Rent, Percentage Rent, Additional Rent and other payments provided for in this Lease for the remainder of the Term to be paid by Tenant, less the fair rental value of the Premises for the remainder of the Term, plus all expenses incurred by Landlord in retaking possession (including all court costs and reasonable attorneys' fees) and plus all Minimum Rent, Percentage Rent, Additional Rent and other indebtedness owed by Tenant to the date of termination. (b) Enter upon the Premises fifteen (15) days after written notice to the Tenant, without terminating this Lease, by master key or other peaceful means or by other means available under the law, if necessary, without being liable for prosecution or any claim for wrongful ejectment or for damages of any kind, and Landlord may take such action and do whatever Tenant is obligated to do but has failed to do, under the terms of this Lease; and Tenant agrees to pay Landlord on demand as Additional Rent, an amount equal to all expenses which Landlord may have incurred in thus affecting compliance with Tenants obligations under this Lease. (c) Enter upon the Premises fifteen (15) days after written notice to the Tenant by use of a master key or other peaceable means and change, alter, and/or modify the door locks on all entry doors of the Premises, thereby excluding Tenant, and its agents, employees, representatives and invitees therefrom without being liable for prosecution or any claim of wrongful ejectment or for damages of any kind and such re -entry shall not release Tenant, in whole or in part, from Tenant's obligations under this Lease. In the event that Landlord has either terminated Tenant's right of possession or terminated this Lease by reason of Tenant's default, Landlord shall not thereafter be obligated to provide Tenant with a key to the Premises at any time, regardless of any amounts subsequently paid by Tenant; provided, however, at Landlord's option during Landlord's normal business hours and at the convenience of Landlord, and upon receipt of written request from Tenant accompanied by such written waivers and releases for damage to Tenant's property and business as Landlord may require, Landlord may either (i) escort Tenant to the Premises to retrieve any personal property and inventory or other property of Tenant or its employees not subject to 16 p4L Landlord's liens described in Section 6.07 below, or (ii) obtain a list from Tenant of its personal property and inventory which are not covered by said Landlord's liens, whereupon Landlord shall remove such property and inventory and make the same available to Tenant at a time and place designated by Landlord; however, no such property shall be removed from the Premises until such time as Tenant furnishes to Landlord documentary evidence satisfactory to Landlord that such property is not subject to said Landlord's liens. Also, Tenant shall pay to Landlord upon demand all moving and storage charges theretofore incurred by Landlord with respect to such property. If Landlord elects to exclude Tenant from the Premises without permanently repossessing the Premises or terminating this Lease, then Landlord shall not be obligated to provide Tenant a key to re -enter the Premises until such time as all delinquent Minimum Rent, Percentage Rent, Additional Rent and other amounts due under this Lease have been paid in full and all other defaults, if any, have been completely cured to Landlord's satisfaction and Landlord has been given assurance reasonably satisfactory to Landlord evidencing Tenant's ability to satisfy its remaining obligations under this Lease. (d) Upon occurrence of default by Landlord, Tenant shall have all remedies available to it by the laws in the State of Colorado. (e) Should Landlord exercise its remedies under either Section 6.05(A) or 6.05(B) above and Landlord permanently retakes possession of the Premises, Landlord shall make every reasonable effort to relet the Premises, or any part thereof, to such parties, upon such conditions, for such reasonable rent, and for a reasonable term, as Landlord, in its sole discretion, may find acceptable. If the amounts collected by Landlord from such reletting are insufficient to pay all amounts owed by Tenant under this Lease, then Tenant shall be liable for, as damages the amount of any such deficiency. The loss or damage that Landlord may suffer by reason of termination of this Lease and/or by reason of termination of Tenant's possession of the Premises as provided for above shall include all court costs, the expenses of repossession, moving costs, storage costs, costs to restore the Premises to their condition at the inception of the lease, and any repairs to the Premises and, in the event Landlord relets the Premises all reasonable expenses in reletting including, without limitation, leasing commissions, advertising costs, rental inducements, and attorneys' fees. In any event, if an Event of Default occurs and Landlord takes possession of the Premises, Landlord may immediately remove all property from the Premises and store same or dispose of such property in such a manner as Landlord deems appropriate without notice to and without any liability whatsoever to Tenant, or to any lienholders or lessors having an interest in same, and Tenant hereby indemnifies Landlord against any and all claims, losses, damages, costs and expenses of any kind or nature arising out of Landlord's removal of and/or disposition of such. (f) The provisions of this Section 6.05 shall control over any conflicting provisions of the Colorado Revised Statutes or any subsequently enacted statutes governing the right of landlords to change the door locks of commercial tenants and the right of landlords to remove, store and/or dispose of property of tenants. (g) No re -entry or taking possession of the Premises by Landlord, no reletting of the Premises, in whole or in part, and no remodeling or alterations of any kind to the Premises by Landlord shall be construed as an election on its part to terminate this Lease, unless an express written notice of such termination be given to Tenant. Also, no act or thing done by Landlord or its agents shall be deemed an acceptance of a surrender of the Premises, and no agreement to accept a surrender of the Premises shall be valid unless the same be made in writing and signed by Landlord. Section 6.06 Damage by Fire or Other Casualty. If the Premises shall be damaged by fire or other casualty not arising from the fault or negligence of Tenant or its servants, agents, employees, invitees or licensees, except as otherwise provided in this Section 6.06, the damages shall be repaired by and at the expense of Landlord with reasonable promptness; provided always, however, and upon the express condition that there are funds available to Landlord from casualty insurance policy proceeds actually paid to and received by Landlord for such repair work; and provided further that such duty to repair by Landlord shall at all times be subject to obtaining all necessary government approvals and subject to the approval and consent of the then mortgagee and the willingness of such mortgagee to make the 17 proceeds of casualty insurance policies payable to such mortgagee available to Landlord for such purposes. Landlord shall carry adequate insurance to insure the restoration of the premises. The Minimum Rent, Percentage Rent, and the other charges shall be equitably abated until such repairs shall be made according to the part of the Premises, which is usable, by Tenant. Tenant shall repair or replace its own improvements, furniture, furnishings, trade fixtures and equipment and any non- building standard improvements. Landlord shall only be liable for repairing and replacing the Premises to the extent of the original building standard improvements and Landlord shall not be liable for any delay caused by an excusable delay. (a) If the Premises or other portion of the Building is totally damaged or is rendered wholly untenantable by fire or other casualty, or if Landlord's architect certifies that such damage cannot be repaired within one hundred eighty (180) days of the casualty, or if such damage due to fire or other casualty is such that, in Landlord's judgment, repair is not economically feasible and Landlord shall decide not to repair the same, or shall decide to demolish the Building or such other improvements or not to rebuild them, then Landlord may elect to terminate this Lease, in which event Landlord shall within sixty (60) days after such fire or other casualty, give Tenant notice of such decision, and thereupon the Term shall expire ten (10) days after such notice is given, and Tenant shall vacate the Premises and surrender the same to Landlord. (b) If Landlord elects not to terminate the Lease and does not substantially complete the repair and restoration of the Premises within twelve (12) months from the date of the casualty (subject to excusable delays), Tenant shall have the right to cancel and terminate this Lease upon delivery of notice to Landlord delivered not less than ten (10) days after the expiration of the aforesaid twelve (12) month period. (c) Anything contained in this Lease to the contrary notwithstanding, Landlord shall not be obligated to expend any funds in connection with any repair or restoration work in excess of the proceeds of insurance policy payments which are made available to Landlord by insurance carriers and by any mortgagee of the Building or Premises. Landlord's obligations in connection with such repair and/or restoration work shall and are hereby strictly limited to the replacement and repair of the Premises to building standard condition as demised by Landlord to Tenant as of the Commencement Date of the term hereof and in no event shall Landlord be obligated to replace, repair or restore any improvements in excess of building standard to the Premises or alterations thereof installed therein by or on behalf of Tenant, nor shall Landlord be obligated in any event whatsoever to replace, repair, or restore Tenant's leasehold improvements, personal property, furniture, fixtures, equipment or the like, all of which shall be promptly replaced by Tenant. (d) Tenant shall give immediate written notice to Landlord of any damage caused to the Premises by fire or other casualty. Section 6.07 Landlord's Lien and Security Interest. Landlord shall have, at all times, a valid security interest to secure payment of all rentals and other sums of money becoming due hereunder from Tenant and to secure payment of any damages or loss which Landlord may suffer by reason of the breach by Tenant of any term, covenant, or condition contained herein, upon all property of Tenant presently, or which may hereafter be situated on the Premises, and all proceeds therefrom, and such property shall not be removed therefrom without the consent of Landlord until all arrearages in rent as well as any and all other sums of money then due to Landlord hereunder shall first have been paid and discharged and all the terms, covenants, and conditions hereof have been fully complied with and performed by Tenant. Property for purposes of this paragraph shall not include any inventory described in the Colorado State Liquor Code. Landlord expressly will not have a lien on Tenant's inventory. Upon the occurrence of an Event of Default by Tenant, Landlord may, in addition to any other remedies provided herein, enter upon the Premises and take possession of any and all, equipment, fixtures, furniture, or other personal property situated on or about the Premises, and sell the same at public sale, with or without having such property at the sale, giving Tenant reasonable notice of the time and place of any public sale. 18 frifiv The provisions of this Section 6.07 relating to said lien and security interest shall constitute a security agreement under the Uniform Commercial Code, and Tenant agrees to execute as debtor such financing statement or statements as Landlord may now or hereafter reasonably request in order that such security interest or interest may be protected pursuant to said Code. Landlord may, at its election at any time, file a copy of this Lease as a financing statement. Landlord, as secured party, shall be entitled to all the rights and remedies afforded a secured party under said Code in addition to and cumulative of Landlord's liens and rights provided by law or by the other terms and provisions of this Lease. Section 6.08 Subrogation. Notwithstanding anything to the contrary contained herein, Landlord and Tenant hereby mutually waive and release their respective rights of recovery against one another and their officers, agents and employees for any damage to real or personal property, including resulting loss of use, interruption of business, and other expenses occurring as a result of the use or occupancy of the Premises or the Building to the extent of insurance coverage which would be included in a standard "all -risk" or special form policy of property insurance. Landlord and Tenant agree that all policies of insurance obtained by them pursuant to the terms of this Lease shall contain provisions or endorsements thereto waiving the insurer's rights of subrogation with respect to claims against the other, and, unless the policies permit waiver of subrogation without notice to the insurer, each shall notify its insurance companies of the existence of the waiver and indemnity provisions set forth in this Lease. ARTICLE 7 Miscellaneous Provisions Section 7.01 Administrative Service Charges and Late Charges. Tenant recognizes that its failure to timely pay all of its obligations set forth in this Lease will result in and cause monetary losses to Landlord above and beyond the amount unpaid by Tenant. Therefore, in addition to all other remedies provided Landlord, any and all payments, whether for rentals due or other charges, adjustments or assessments, which remain unpaid by the tenth (10) of the month in which such payments shall be due, will be subject to an administrative service charge of ten percent (10 %) of the total amount then due. In addition to all other remedies provided Landlord, and in addition to the administrative service charge herein described, all amounts which shall remain unpaid ten (10) days after their due dates shall bear interest at the lesser of fifteen percent (15 %) per annum or the maximum legal rate of interest allowed by Colorado law. Section '7.02 Holding Over. If, without Landlord's written consent, Tenant remains in possession of the Premises after the expiration or other termination of the Term, Tenant shall be deemed to be occupying the Premises upon a tenancy at will only, at a monthly rental equal to the last Minimum Rent, Percentage Rent, plus other charges payable hereunder. Such tenancy at will may be terminated by Landlord or Tenant on the last day of any calendar month by delivery to the other of at least ten (10) days' advance notice of termination. Failure of Landlord to demand or collect any increased rental amounts provided for herein during any period of holding over by Tenant shall not constitute a waiver of any rights of Landlord hereunder nor evidence of any agreement to treat such holding over by Tenant as anything other than a month -to- month tenancy or tenancy at will, whichever is applicable under the terms of this Section 7.02. Section 7.03 Measurement and Square Footage. Landlord and Tenant hereby agree that the Building contains approximately 25,298 rentable square feet of space and that the Premises contains the rentable square footage of space set forth in Section 7 of the Basic Lease Terms Sheet. Both Landlord and Tenant have been given the opportunity to inspect and measure both the Building and the Premises; accordingly, both Landlord and Tenant waive and release any right to assert claims, and are hereby estopped from asserting such claims, based on the exact size, configuration and/or location of the Premises and Building. Notwithstanding the foregoing to the contrary, Tenant acknowledges and agrees that Landlord, at its sole cost and discretion, shall have the right to remeasure the Building and/or Premises at any time. Landlord has the sole right and discretion to implement such remeasurement and revise the rentable area of either the Building or Premises upon thirty (30) days' 19 notice to Tenant. Should the calculation of the rentable square footage of the Premises change due to such remeasurement, this Lease shall be amended prospectively (but not retroactively) to reflect a revision to Tenant's Pro Rata Share of the Operating Expenses. Minimum Rent is independent of the number of rentable square feet in the Premises and shall not change due to any such remeasurement. Unless otherwise specifically indicated herein, all measurements refer to rentable square feet (as opposed to useable square feet) and all applicable calculations are based on rentable square feet (as opposed to useable square feet). Section 7.04 Tenant's Due Diligence. As a material inducement to the execution of this Lease by Landlord and the performance by Landlord of its obligations hereunder, Tenant does hereby acknowledge that (i) Tenant is leasing the Premises subject to any and all facts, circumstances, conditions and defects known to or discoverable by Tenant; (ii) Landlord has no obligation to repair or correct any such facts, circumstances, conditions or defects or compensate Tenant for same unless specifically provided for herein; (iii) Tenant will undertake all due diligence inquiries it deems appropriate, including such inspections of the Building and review of documents as Tenant deems necessary or appropriate under the circumstances and that Tenant is and will be relying strictly and solely upon such inspections and examinations and the advice and counsel of its own agents and officers in leasing the Premises; and (iv) neither Landlord nor its agents or representatives are making or have made any warranty or representation (to induce the Tenant to enter into this Lease to lease the Premises or for any other purpose) with respect to the following matters: the physical condition of all or any part of the Building, the status of the title to the Building, the possibility that some or all of the Building may be (or alternatively, that the Building will not be) affected by the exercise of eminent domain, the current or future tax liabilities, assessments or valuation of the Building, the future costs of insurance on the Building, current compliance with building, zoning, environmental and land use regulations, soils, geological and environmental conditions affecting the Building, and any other matter relating to the value, title, or physical condition of the Building. Section 7.05 Notices. Any notices and demands required or permitted to be given by either party to the other pursuant to this Lease shall be in writing and shall be deemed delivered (whether or not actually received) upon the earlier to occur of (i) actual receipt by the addressee, or (ii) upon deposit in the United States Mail, with proper postage prepaid, certified mail, return receipt requested, addressed to the parties at the respective addresses for notices set forth in the Basic Lease Terms Sheet, or (iii) when delivered in person to same. Either party hereto may change its payment and notice addresses at any time by giving notice thereof to the other party in accordance with this Section 7.05. The foregoing notice provisions shall in no way prohibit notice from being given as provided in the Rules of Civil Procedure of the state in which the Building is located, as the same may be amended from time to time. Section 7.06 Authority of Tenant. Any individual executing this Lease on behalf of Tenant represents that he /she is duly authorized to execute and deliver this Lease and that this Lease is binding in accordance with its terms. Section 7.07 Venue. All monetary obligations of Landlord and Tenant (including, without limitation, any monetary obligation of Landlord or Tenant for any breach of the respective covenants, duties, or obligations of Landlord or Tenant hereunder) are performable exclusively in the county in which the Building is located, and Landlord and Tenant agree that the venue for all actions or causes of actions relating to this Lease shall be in such county. Each party waives all rights to claim that venue for any such action or cause of action lies in any place other than the county in which the Building is located. Section 7.08 Authorities for Action. Landlord may act in any matter provided for herein by and through its Property Manager or any other person who shall from time to time be designated by Landlord in writing. Tenant shall designate in writing one or more persons to act on its behalf in any matter provided for herein and may from time to time change such designation by written notice to Landlord. In the absence of any such designation, the person or persons executing this Lease for Tenant shall be deemed to be authorized to act on behalf of Tenant in any matter provided for herein. 20 Section 7.09 Brokerage. Tenant represents and warrants that it has dealt only with the Broker listed herein and/or with Landlord and its direct employees, and no other broker or agent, in connection with the negotiation or execution of this Lease. Tenant agrees to indemnify and hold Landlord harmless from and against any and all damages, losses, costs or expenses including, without limitation, all attorneys' fees and disbursements incurred by reason of any claim of or liability to any breach of said representation and warranty. Landlord will pay Broker a commission in connection with this Lease pursuant to separate agreement between Landlord and Broker. Section 7.10 Definition of Landlord. The term "Landlord" as used in this Lease means only the owner of the Building, or the owner of a lease of the entire Building, at the time in question. In the event of any transfer of title to or lease of the Building, Landlord shall be and hereby is entirely freed and relieved of all covenants and obligations of Landlord hereunder except with regard to the damage deposit, and this Lease shall be deemed and construed as a covenant running with the Building without further agreement between the parties or their successors in interest. Section 7.11 Entire Agreement. Tenant acknowledges and agrees that it has not relied upon any statements, representations, agreements or warranties except those expressed in this Lease, and that this Lease contains the entire agreement of the parties. No amendment or modification of the Lease shall be binding and valid unless expressed in writing and executed by Landlord and Tenant in the same manner as the execution of this Lease. (a) The submission of this document for examination and review does not constitute an option, an offer to lease space, or an agreement to lease space. This document shall have no binding effect on the Parties unless and until executed by both Landlord and Tenant and will be effective only upon Landlord's execution of same. Section 7.12 Jury Trial Waiver. Landlord and Tenant do hereby waive trial by jury in any action, proceeding or counterclaim brought by either of the parties hereto against the other on any matter whatsoever arising out of or in any connection with this Lease, the relationship of Landlord and Tenant, Tenant's use or occupancy of the Premises, and/or any claim for injury or damage, or any emergency or statutory remedy. Section 7.13 Force Majeure. Any obligation of Landlord which is delayed or not performed due to acts of God, strike, riot, shortages of labor or materials, war (whether declared or undeclared), governmental laws, regulations or restrictions, governmental action, or lack thereof, or any other causes of any kind whatsoever which are beyond Landlord's reasonable control, shall not constitute a default hereunder and shall be performed within a reasonable time after the end of such cause for delay or nonperformance. Section 7.14 Severability. If any term or provision of this Lease or the application thereof to any person or circumstances shall, to any extent, be illegal, invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby, and all other terms and provisions of this Lease shall be valid and enforced to the fullest extent permitted by law. Section 7.15 No Set -Off. This Lease shall be construed as though the covenants herein between Landlord and Tenant are independent, and not dependent, and Tenant shall not be entitled to any set -off of rent or other amounts owing hereunder against Landlord except in the event Landlord fails to perform its obligations set forth herein. Section 7.16 Relationship of Parties. Nothing contained in this Lease shall create any relationship between the parties hereto other than that of Landlord and Tenant, and it is acknowledged and agreed that Landlord in no way, or for any purpose, becomes a partner of Tenant in the conduct of its business, or a joint venturer or a member of a joint or common enterprise with Tenant. Section 7.17 Name of Building. Upon thirty (30) days' notice to Tenant, Landlord shall have the right to designate, or to change, the name or numbers of the Building without liability to Tenant. 21 Section 7.18 Successors Bound. Except as specifically provided herein, the covenants, terms, and conditions contained in this Lease shall apply to and bind the heirs, successors, executors, administrators and assigns of the Parties. Section 7.19 Interpretation. (a) Whenever in this Lease any words of obligation or duty are used, such words or expressions shall have the same force and effect as though made in the form of covenants. (b) Words of any gender used in this Lease shall be held to include any other gender, and words in the singular number shall be held to include the plural, when the sense requires. (c) All pronouns and any variances thereof shall be deemed to refer to the neuter, masculine, feminine, singular or plural as the identity of Tenant requires. (d) This Lease shall be strictly construed neither against Landlord nor Tenant. No remedy or election given by any provision in this Lease shall be deemed exclusive unless so indicated, but each shall, wherever possible, be cumulative with all other remedies in law or equity as otherwise specifically provided. Each provision hereof shall be deemed both a covenant and a condition and shall run with the land. (e) If, and to the extent that, any of the provisions of any amendment, modification or rider to this Lease conflict or are otherwise inconsistent with any of the preceding provisions of this Lease, or of the Rules and Regulations appended to this Lease, whether or not such inconsistency is expressly noted in such amendment, modification or rider, the provisions of such amendment, modification or rider shall prevail, or in case of inconsistency with said Rules and Regulations, shall be deemed a waiver of such Rules and Regulations with respect to Tenant to the extent of such inconsistency. (f) Tenant agrees that all of Tenant's covenants and agreements herein contained providing for the payment of money and Tenant's covenants to remove mechanics' liens shall be deemed conditions as well as covenants and that if default be made in any such covenants, Landlord shall have all of the rights provided for herein. (g) The Parties mutually agree that the headings and captions contained in this Lease are inserted for convenience of reference only, and are not to be deemed part of or to be used in construing this Lease. (h) This Lease has been executed and delivered in the State in which the Building is located and shall be construed in accordance with the laws of such State. (i) Landlord has made no representations or promises with respect to the Premises or the Building except as expressly contained herein. Tenant has inspected the Premises and agrees to take the same in an "as -is" condition, except as otherwise expressly set forth. Landlord shall have no obligation, except as herein set forth, to do any work in and to the Premises to render them ready for occupancy and use by Tenant. Section 7.20 Joint and Several Obligation. If this Lease is executed by more than one tenant, Tenant's obligations hereunder shall be the joint and several obligations of such executing tenants. Section 7.21 Time of the Essence. Time is of the essence hereof, and each party shall perform its obligations and covenants hereunder within the time hereby required. Section 7.22 Easements. Landlord shall have the right to grant any easements on, over, under and above the Premises for such purposes as Landlord determines, provided that such easements will not materially interfere with Tenant's business. 22 Section 7.23 Changing Use and Enlarging the Building. Landlord hereby reserves the right from time to time to convert any part or all of the Building to office or other uses and to enlarge the Building by constructing additions to the improvements or other buildings on portions of the Property with or without any new parking or common areas, and by including within the Property other properties now or hereafter owned by Landlord adjacent to the Property and constructing on such additional property buildings, parking areas, and common areas. In this event, such new buildings, properties, common areas and parking areas shall be treated as though they were originally a part of the Property and, at the election of Landlord, all common area expenses, utility costs, real property taxes and other pro rata payments herein required of Tenant shall be applicable to such enlarged area and all improvements now or hereafter thereon; provided that in such event Tenant's Pro Rata Share shall be appropriately adjusted to include any additional square footage contained in such new additions or buildings or comprising additional properties added to the Property. Until Landlord makes such election, Tenant's Pro Rata Share shall continue as though such enlargement had not occurred. Section 7.24 Limitation of Landlord Liability. In no event shall Landlord be liable to Tenant for any failure of other tenants in the Building to operate their businesses, nor for any loss or damage that may be occasioned by or through the acts or omissions of other tenants or of any other persons or entities whomsoever, excepting only duly authorized employees and agents of Landlord. Notwithstanding anything to the contrary provided in this Lease. Section 7.25 Short Form Lease. Tenant shall not record this_Lease or a memorandum hereof without the prior written consent of Landlord, which may be given or withheld by Landlord in its sole discretion. Section 7.26 Assignment of Rents, Leases. Tenant agrees to an assignment by Landlord of rents and of Landlord's interest in this Lease to a mortgagee, if the same be made by Landlord. Tenant further agrees that, in the event of such assignment, Tenant shall give to said mortgagee_a copy of any request for performance by Landlord or notice of default by Landlord; and, in the event Landlord fails to cure such default, Tenant shall give such mortgagee a reasonable period, commencing on the last day on which Landlord could cure such default, in which to cure same. Section 7.27 Intent of the Parties - Net Lease. It is the intent of the parties hereto that this Lease be a Net Lease with Landlord incurring no obligation, monetary or otherwise, which is not specifically and expressly provided for herein. Section 7.28 Environmental Provisions. (a) Covenants and Agreements. Tenant covenants and agrees from the date hereof and so long as this Lease shall remain in effect not to cause or permit the presence, use, generation, release, discharge, storage, disposal, or transportation of any Hazardous Materials (as hereinafter defined) on, under, in, about, to, or from the Premises by Tenant, Tenant's agents, representatives, employees, contractors, guests, licensees or invitees. Notwithstanding the foregoing, Tenant hereby covenants and agrees to promptly remove from the Building and/or the Premises, any Hazardous Materials discovered thereon which have been used, discharged, disposed of or stored thereon by Tenant or Tenant's agents, representatives, employees, contractors, guests, licensees or invitees, and to comply in all respects with any and all federal, state, and local governmental laws, codes, ordinances and regulations governing such removal and disposal, whether now in effect or hereafter enacted, with title to all such Hazardous Materials to remain, and be stored or disposed of. in Tenant's name. As used herein, the term "Hazardous Materials" shall include, without limitation, asbestos or any substance containing asbestos and deemed hazardous under any Hazardous Material Law (defined below), petroleum, petroleum products or derivatives, the group of organic compounds known as polychlorinated biphenyls, flammable explosives, radioactive materials, chemicals known to cause cancer or reproductive toxicity, pollutants, effluents, contaminants, emissions or related materials and any items included in the definition of hazardous or toxic waste, materials or 23 $14, substances under any law relating to environmental conditions and industrial hygiene, whether now in effect or hereafter enacted, including, without limitation, the Resource Conservation and Recovery Act of 1976 ( "RCRA "), 42 U.S.C. §6901 et seq., the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ( "CERCLA "), 42 U.S.C. § §9601 -9657, as amended by the Superfund Amendments and Reauthorization Act of 1986 ( "SARA "), the Hazardous Materials Transportation Act, 49 U.S.C. §6901, et seq., the Federal Water Pollution Act, 33 U.S.C. §7401, et seq., the Toxic Substances Control Act, 15 U.S.C. § §2601 -2629, the Safe Drinking Water Act, 42 U.S.C. § §300f -300j, and all similar federal, state and local environmental statutes, ordinances, and the regulations, orders, decrees now or hereafter promulgated thereunder (collectively, the "Hazardous Material Law "). (b) Environmental Indemnification. Tenant agrees to indemnify, pay and protect, defend (with counsel approved by Landlord), and hold harmless Landlord and its members, managers, employees, agents, assigns and mortgagee(s) from and against any claims (including, without limitation, third -party claims for personal injury or real or personal property damage or damage to the environment), actions, administrative proceedings (including informal proceedings), judgments, damages (including, without limitation, a decrease in value of the Premises or the Building, damages caused by loss or restriction of rentable or usable space, or any damages caused by adverse impact on marketing of the Premises or the Building), punitive damages, penalties, fines, costs, liabilities (including sums paid in settlement of claims), interest, or losses, including reasonable attorneys' fees and expenses (including, without limitation, any such fees and expenses incurred in enforcing this Lease or collecting any sums due hereunder), consultant fees, and expert fees, together with all other costs and expenses of any kind or nature (collectively, the "Costs ") incurred during or after the Term that arise directly or indirectly from or in connection with the presence, suspected presence, release, or suspected release of any Hazardous Material in or into the air, soil, groundwater, or surface water at, on, about, under, or within the Building and the Premises or any portion thereof, or elsewhere by Tenant or Tenant's agents, representatives, employees, contractors, guests, licensees or invitees. The indemnification provided in this subparagraph 6.28(B) shall specifically apply to and include claims or actions brought by or on behalf of employees, guests, contractors, agents, licensees and/or invitees of Tenant. In the event Landlord shall suffer or incur any such Costs, Tenant shall pay to Landlord the total of all such Costs suffered or incurred by Landlord upon demand by Landlord. Without limiting the generality of the foregoing, the indemnification provided in this subparagraph 6.28(B) shall specifically cover Costs, including capital, operating and maintenance costs incurred in connection with any investigation or monitoring of site conditions, any clean -up, containment, remedial, removal, or restoration work required or performed by any federal, state or local governmental agency or political subdivision or performed by any nongovernmental entity or person because of the presence, suspected presence, release, or suspected release of any Hazardous Material in or into the air, soil, groundwater, or surface water at, on, about, under, or within the Building or the Premises (or any portion thereof), by Tenant or Tenant's agents, representatives, employees, guests, contractors, licensees or invitees and any claims of third parties for loss or damage due to such Hazardous Material. (c) Notice of Claim. Tenant shall give notice to Landlord of any claim, action, administrative proceeding (including, without limitation, informal proceedings), or other demand by any governmental agency or other third party involving Hazardous Materials, Costs and/or Remedial Work at the time such claim or other demand first becomes known to Tenant. Receipt of any such notice shall not be deemed to create any obligation on Landlord to defend or otherwise respond to any claim or demand. (d) Survival. The provisions of this Section 7.28 shall be in addition to any other obligations and liabilities Tenant may have to Landlord at law or equity and shall expressly survive the expiration of the Term or other termination of this Lease. Section 7.29 Rules and Regulations. The Rules and Regulations in Exhibit F, attached hereto and made a part hereof by this reference, have been adopted by Landlord for the safety, benefit, and convenience of all tenants and other persons in the Building. Tenant shall at all times comply with, and shall cause its employees, agents, licensees and invitees to comply with, the Rules and Regulations 24 Ad" from time to time in effect. Landlord may, from time to time, as Landlord deems appropriate in connection with the operation of the Building, amend, delete from, or add to the Rules and Regulations (including the amendment, deletion, or addition of such appropriate fines, penalties and other remedies as Landlord deems reasonable), provided that any such modification: (a) Shall not be repugnant to any other provision of this Lease; (b) Shall be reasonable and have general application to all tenants in the Building; and (c) Shall be effective only upon delivery of a copy thereof to Tenant at the Premises or posting the same in a conspicuous place within the Building. Landlord shall use reasonable efforts to secure compliance by all tenants and other persons with the Rules and Regulations from time to time in effect, but shall not be responsible to Tenant for failure of any person to comply with such Rules and Regulations. Section 7.30 Status Statement. Upon written request by Landlord, Tenant hereby agrees to deliver within five (5) days after such request, a certificate to Landlord or to any proposed mortgagee or purchaser as designated by Landlord, in the form supplied, stating (if such be the case) that: (a) This Lease is unmodified and in full force and effect, or if there have been any modifications, that this Lease is in full force and effect as modified and identify the modification agreements, or if this Lease is not in full force and effect, the certificate shall so state; (b) The Commencement Date of the Term and the Expiration Date and the terms of any extension options Tenant has, if any; (c) The date to which the rent has been paid under this Lease; (d) The amount of the Security Deposit, if any, being held by Landlord; (e) Whether or not there exists any default by Tenant in payment of any rent or other sum of money under this Lease; (f) Whether or not there exists any default by Landlord or Tenant under this Lease with respect to which a notice of default has been served, and if there is any such default, specifying the nature and extent thereof; and (g) Any other information reasonably requested by Landlord or its mortgagee or purchaser. In the event that Tenant should fail or refuse to sign a certificate in accordance herewith within ten (10) days following written request by Landlord, Landlord shall have the authority to sign such a certificate as Tenant's attorney -in -fact for such limited purpose, it being stipulated that such power of attorney is coupled with an interest in Landlord and is irrevocable. Further, such failure or refusal shall be conclusive evidence, upon which Landlord, its mortgagee(s) or prospective purchaser(s) may rely, of the matters described therein. Moreover, Landlord shall be entitled to collect from Tenant upon demand, as liquidated damages occasioned by the delay and not as a penalty, a sum equal to one - fifteenth (1 /15th) of the Minimum Rent, for each day, up to fifteen (15) days, after the expiration of the ten (10) day period that Tenant fails or refuses to deliver such certificate. If such refusal or failure persists beyond such fifteen (15) day period, Landlord shall be entitled to pursue any and all remedies it may have with respect to a default under this Lease. Section 7.31 Definition of Lease. "Lease" or "this Lease" shall mean and consist of this Retail Lease and the following Exhibits: Exhibit A -1: Exhibit A -2: Legal Description Site Plan 25 frif• Exhibit A -3: Floor Plan Exhibit B: Drawings Exhibit C: Tenant Acceptance Letter Exhibit D: Landlord's Specifications Exhibit E: Work Letter Exhibit F: Rules and Regulations Exhibit G: Special Provisions Exhibit H: Tenant Options TENANT: Bottle Pass Liquors, Inc., A Colorado corporation By: Name: Title: 26 LANDLORD: Fraser Marketplace, LLC, A Colorado ed Liab' Compa By.. Name: , = -. /. A //O c// Title: Its Manager EXHIBIT A -1 LEGAL DESCRIPTION Lot 3, SAFEWAY - FRASER MARKETPLACE FINAL DEVELOPMENT PLAN PLAT, according to the Plat thereof recorded June 9, 1998 under Reception No. 98006151 and as corrected in the Affidavit recorded November 18, 1998 under Reception No. 98012346, County of Grand, State of Colorado. 27 EXHIBIT A -2 SITE PLAN 28 pifL EXHIBIT A -3 FLOOR PLAN 29 .,kk id4/— EXHIBIT B DRAWINGS 30 EXHIBIT C TENANT ACCEPTANCE LETTER Lease Dated: 4 ct acts,- /D , 2012 Landlord: Fraser Marketplace, LLC, a Colorado limited liability company Tenant: Bottle Pass Liquors, Inc., a Colorado corporation Premises: Unit 1A, 15` Floor, The undersigned, Tenant under the above described Lease, hereby confirms, as of the date hereof, the following: (1) That it is in full and complete possession of the Premises, such possession having been delivered by Landlord and having been accepted by the undersigned on October 1, 2012 (2) That the space and improvements required to be furnished by the terms of the Lease have been completed in all respects to the satisfaction of the undersigned and are made available for the use of the undersigned, its employees and invitees. (3) That all duties of an inducement nature required of Landlord in said Lease have been fulfilled. (4) That said Lease is in full force and effect; that there are no existing defaults on the part of Landlord under the terms thereof except as follows (if none, so indicate): (5) That no rents have been prepaid except as provided by said Lease; that the undersigned does not now have or hold any claims against Landlord which might be set -off or credited against future accruing rents. (6) That rents provided in said Lease commence to accrue on November 1, 2012, and such date shall be the Rent Commencement Date. (7) That the Term of said Lease is five (5) years, and the Expiration Date is September 30, 2017. Dated: 31 TENANT: Name: Bottle Pass Liquors, Inc. By: Title: CRQ? f 1/420. SC42ek putif' EXHIBIT D LANDLORD'S SPECIFICATIONS 1. Storefront with one three foot (3') wide by seven foot (7') high (minimum) lockable storefront `front' door. 2. One three foot (3') wide by seven foot (7') high `rear' lockable door. 3. One 4" sanitary sewer line within tenant space (adjacent to the back wall). 4. One 1" water line stub into tenant space (typically above ceiling grid height). 5. All demising walls sheet- rocked from floor to roof deck, taped, sanded and ready for paint, no texture (no additional interior walls included). 6. Smooth concrete floor ready for floor covering. 7. One HVAC (or equivalent furnace /condensing unit) rooftop unit sized to provide 1 TON per 350 square feet of leasable space. Unit to be placed on roof by landlord. Supply and return (ducted) diffusers to be provided by landlord, modifications for specific tenant finish layout shall be by tenant. 8. One (1) 400 AMP electrical service (typically located on the rear wall). 9. One (1) duplex outlet per 300 square feet of leasable space evenly spaced. 10. Duplex outlets over storefront windows per code. 11. A 2 foot by 4 foot acoustical tile drop ceiling at 10' -0" above finished floor. 12. One (1) two foot by 4 four tube lay in fluorescent light fixture per 200 square feet of leasable space. This unit has a "High -bay" lighting configuration different from what is described above. Tenant agrees to accept the lighting configuration "as-is ", any changes to the lighting configuration will be at Tenant's expense. 13. One (1) J -box located on the front facade with a conduit and pull tape stubbed into tenant space (for tenant signage, signage by tenant). 14. All EXIT signs required per code for the `Vanilla Shell' tenant space. 15. One (1) ADA standard restroom. Standard restroom to include: one lock -able door, one sink, one toilet, smooth concrete floor, one mirror, one toilet paper holder, ADA grab bars, floor base, one switch controlling one florescent light and exhaust fan and water resistant walls to code. 16. One electric six (6) gallon hot water heater (installed above the restroom). 17. A fully sprinkled `Vanilla Shell' tenant space. (sprinkler heads may need to be modified by lessee per their tenant finish plan). 18. One (1) 24 "x24" floor mounted mop basin. 19. One 1" empty conduit stubbed into tenant space for future connection to telephone service. 20. Sufficient service panel to provide electrical service to the Cooler and Ice Machinery. As stated above, there is a 400 AMP panel serving the space; while we believe this is sufficient to provide adequate power for the Tenant's use, Landlord has not verified same, and Tenant is responsible for the timely determination of whether the service panel provides sufficient service. Any additional electrical construction necessary to provide sufficient power for Tenant's use will be constructed by Tenant, at Tenant's expense, as part of Tenant's work in 32 the Premises. 21. Sufficient drainage for the cooler and ice machinery. Tenant shall be responsible for "Tying -in" the cooler condensate line to the existing drainage line at the rear of the Premises provided by Landlord, as part of Tenant work in the Premises By signing this Lease, Tenant acknowledges that, prior to execution of this Lease, (a) Tenant has inspected the Premises and Tenant has agreed to accept the Premises in its present "AS IS" condition, and (b) Landlord has installed the vanilla shell improvements set forth in this Exhibit D above and is not obligated to construct or complete any additional improvements to the Premises. 33 a'kx,452- EXHIBIT E WORK LETTER This is the Work Letter referred to in and specifically made a part of the Lease to which this Exhibit E is annexed, covering the Premises, as more particularly described in the Lease. Landlord and Tenant agree as follows: 1. Defined Terms. The following defined terms shall have the meaning set forth below and, unless provided to the contrary herein, the remaining defined terms shall have the meaning set forth in the Lease: Landlord's Representative: Wesley A. Becker Tenant' s Representative: Michael A. La Porte Tenant's General Contractor: Colorado Regional Construction Landlord's Contribution to Tenant's Work: None. 2. Landlord's Work. As soon as reasonably possible, Landlord shall undertake and complete, at its own cost and expense, Landlord's Work as described in Exhibit D of this Lease (to the extent not already completed as of the execution date of the Lease). If Tenant shall be in possession of the Premises prior to the final completion of Landlord's Work, Tenant hereby acknowledges that Tenant shall accept disruptions and disturbances of its use and occupancy of the Premises as reasonably necessary for Landlord to timely and cost effectively complete Landlord's Work. Further, Tenant covenants and agrees that Tenant's contractors shall coordinate the installation of Tenant's Work, as hereinafter provided, in accordance with the construction schedule for Landlord's Work such that, if any interference or conflict arises, upon receipt of written notice from Landlord, Tenant agrees to cause such interference conflict to cease. 3. Tenant Improvements. The "Tenant Improvements" shall mean the interior walls, partitions, doors, door hardware, wall coverings, wall base, counters, lighting fixtures, electrical and telephone wiring, cabling for computers, metering and outlets, ceilings, floor and window coverings, HVAC system, fire sprinklers system, and other items of general applicability that Tenant desires to be installed in the interior of the Premises. All Tenants Improvements previously installed in the Premises by Landlord or former tenants will remain in the Premises for use by the Tenant. 4. Performance of Tenant's Work. Tenant accepts the Premises in its current "AS IS" condition and acknowledges that Landlord shall have no obligation to do any work in or on the Premises to render it ready for Tenant's use or occupancy except as provided for in Exhibit D. Tenant shall timely commence and diligently prosecute to full completion Tenant's Work in accordance with the Drawings. The parties agree that no demolition work or other Tenant's Work shall be commenced on the Premises until such time as Tenant has provided to Landlord copies of the demolition and building permits required to be obtained from all applicable governmental authorities and all other conditions precedent have been fully satisfied. All materials, work, installations, equipment and decorations of any nature whatsoever brought on or installed in the Premises before the commencement of the Term or during the Term shall be at Tenant's risk, and neither Landlord nor any party acting on Landlord's behalf shall be responsible for any damages thereto or loss or destruction thereof due to any reason or cause whatsoever, excluding by reason of Landlord's gross negligence or willful or criminal misconduct. 5. Drawings. Tenant shall engage and pay for the services of a licensed architect to prepare a space layout, drawings and specifications for all Tenant Improvements, which architect shall be subject to Landlord's reasonable approval (the "Architect "). Tenant shall devote such time in consultation with Tenant's architect as shall be necessary to enable Tenant's architect to develop complete and detailed architectural, mechanical and engineering drawings and specifications, as necessary, for the construction of Tenant Improvements, showing thereon all Tenant Improvements ( "Drawings "). Tenant hereby acknowledges and agrees that it is Tenant's sole and exclusive responsibility to cause the Premises and the Drawings to comply with all applicable laws, including the Americans with Disabilities Act and other ordinances, orders, rules, regulations and requirements of all governmental authorities having jurisdiction thereof. 34 10a4k_ 6. Tenant's Work. It is understood and agreed by the parties that, as hereinafter set forth, Tenant has elected to arrange for the construction and installation of Tenant Improvements itself in a good and workmanlike manner ( "Tenant's Work "). 7. Tenant's Construction of Tenant Improvements. (a) Payment; Liens. Tenant shall promptly pay any and all costs and expenses in connection with or arising out of the performance of Tenant Improvements and shall furnish to Landlord evidence of such payment upon request. Landlord shall post and serve notices of non - liability in accordance with applicable laws. In the event any lien is filed against the Building or any portion thereof or against Tenant's leasehold interest therein, the provisions of Section 4.07 of the Lease shall apply. (b) Indemnity. Tenant shall indemnify, defend and hold Landlord harmless from and against any and all suits, claims, actions, loss, cost or expense (including claims for workers' compensation, attorneys' fees and costs) based on personal injury or property damage caused in, or contract claims (including, but not limited to claims for breach of warranty) arising from Tenant's Work. Tenant shall repair or replace (or, at Landlord's election, reimburse Landlord for the cost of repairing or replacing) any portion of the Building or item of Landlord's equipment or any of Landlord's real or personal property damaged, lost or destroyed in the construction of Tenant Improvements. (c) Contractors. The Major Subcontractors employed by Tenant and any subcontractors thereof shall be (i) duly licensed in the state in which the Premises are located, and (ii) except as otherwise approved herein, On or before ten (10) business days prior to the commencement of any construction activity in the Premises, Tenant and Tenant's contractors shall obtain and provide Landlord with certificates evidencing Workers' Compensation, public liability and property damage insurance in amounts and forms and with companies satisfactory to Landlord. If Landlord should disapprove such insurance, Landlord shall specify to Tenant the reasons for its disapproval within five (5) business days after delivery of such certificates. Tenant's agreement with its contractors shall require such contractors to provide daily clean up of the construction area to the extent such clean up is necessitated by the construction of Tenant Work, and to take reasonable steps to minimize interference with other tenants' use and occupancy of the Building. Nothing contained herein shall make or constitute Tenant as the agent of Landlord. Tenant and Tenant's contractors shall comply with any other reasonable rules, regulations or requirements that Landlord may impose. (d) Use of Common Areas. Also during the construction period, Tenant shall ensure that the Building, all common areas, and the Premises are kept in a clean and safe condition at all times. Further, all construction activities shall be conducted so as to use reasonable efforts to minimize interference with the use and occupancy of the Building by the tenants thereof. Such entry shall be deemed to be under all the terms, covenants, provisions and conditions of the Lease. (e) Assumption of Risk. All materials, work, installations, equipment and decorations of any nature whatsoever brought on or installed in the Premises pursuant to the provisions of this Work Letter before the commencement of the Term or throughout the Term shall be at Tenant's risk, and neither Landlord nor any party acting on Landlord's behalf shall be responsible for any damage thereto or loss or destruction thereof due to any reason or cause whatsoever, excluding by reason of Landlord's or such other party's gross negligence or willful or criminal misconduct. 8. Time Limits. Intentionally Deleted: This section is not applicable, as Landlord will assist Tenant in completing all construction drawings. Tenant shall be responsible for the costs associated with that portion of the architectural costs associated with Tenant's specific tenant finish requirements. 9. Substantial Completion. Tenant shall timely commence and diligently prosecute to full completion the construction of the Tenant Improvements in accordance with the Drawings. Tenant Improvements shall be deemed substantially complete when all work called for by the Drawings has been finished and the Premises is ready to be used and occupied by Tenant, even though minor items may remain to be installed, finished or corrected ( "Substantial Completion Date" or the "Date of Substantial Completion "). Tenant shall cause the contractors to diligently complete any items of work not completed when the Premises are substantially complete. In the event of any dispute as to substantial completion of Tenant Improvements, the statement of Landlord's construction manager shall be conclusive. Substantial completion shall have occurred notwithstanding punch list items. Promptly after the Substantial Completion Date, the parties will execute an instrument in the form attached hereto as Exhibit C, setting forth the Commencement Date of the Lease, so that said date is certain and such instrument, when executed is hereby made a part of this Lease and incorporated herein by reference. 35 10. Tenant's Representative. Tenant has designated Tenant's Representative as its sole representative with respect to the matters set forth in this Work Letter, who shall have full authority and responsibility to act on behalf of Tenant as required in this Work letter. Tenant shall not change Tenant's Representative except upon prior written notice to Landlord. 11. Landlord's Representative. Tenant acknowledges that neither Tenant's Architect nor any contractor engaged by Tenant is Landlord's agent and neither entity has authority to enter into agreements on Landlord's behalf or otherwise bind Landlord. Landlord has designated Landlord's Representative as its sole representative with respect to the matters set forth in this Work Letter, who shall have full authority and responsibility to act on behalf of Landlord as required in this Work Letter. Landlord shall not change Landlord's Representative except upon notice to Tenant. 12. No Representations or Warranties. Notwithstanding anything to the contrary contained in the Lease or herein, Landlord's participation in the preparation of the Drawings, the cost estimates for Tenant and the construction of Tenant Improvements and/or Tenant Improvements shall not constitute any representation or warranty, express or implied, that (i) the Drawings are in conformity with applicable governmental codes, regulations or rules or (ii) Tenant Improvements, if built in accordance with the Drawings, will be suitable for Tenant's intended purpose. Tenant acknowledges and agrees that Tenant Improvements are intended for use by Tenant and the specification and design requirements for such improvements are not within the special knowledge or experience of Landlord. Landlord's obligations shall be to review the Drawings, and any additional cost or expense required for the modification thereof to more adequately meet Tenant's use, whether during or after construction thereof, shall be borne entirely by Tenant. 13. Incorporation. This Work Letter is incorporated in the Lease; and all of the terms and provisions of the Lease are incorporated herein by this reference. 36 EXHIBIT F RULES AND REGULATIONS (1) Security. Landlord may from time to time adopt appropriate systems and procedures for the security or safety of the Building, any persons occupying, using or entering the same, or any equipment, furnishings or contents thereof, and Tenant shall comply with Landlord's reasonable requirements relative thereto. (2) Locks. Landlord may from time to time install and change locking mechanisms on entrances to the Building, common areas thereof, and the Premises and (unless 24 hour security is provided by the Building) shall provide to Tenant a reasonable number of keys and replacements therefore to meet the bona fide requirements of Tenant. In these rules "keys" include any device serving the same purpose. Tenant shall not add to or change existing locking mechanisms on any door in or to the Premises without Landlord's prior written consent, nor duplicate in any manner any keys provided for access to the Building, common areas thereof, or the Premises. If, without Landlord's consent, Tenant installs lock(s) incompatible with the Building master locking system: (a) Landlord, without abatement of rent, shall be relieved of any obligation under the Lease to provide any service to the affected areas which requires access thereto; (b) Tenant shall indemnify Landlord against any expense as a result of forced entry thereto which may be required in an emergency; and (c) Tenant shall at the end of the Term and at Landlord's request remove such lock(s) at Tenant's expense. (3) Return of Keys. At the end of the Term, Tenant shall promptly return to Landlord all keys for the Building and Premises, which are in possession of Tenant. (4) Window Coverings. Tenant shall observe Landlord's rules with respect to maintaining uniform windows in the Premises so that the Building represents a uniform exterior appearance, and shall not install deflective film, window shades, screens, drapes, covers or other materials on or at any window in the Premises without Landlord's prior written consent. (5) Signs. Unless otherwise expressly agreed to in writing by Landlord: (a) No signs will be allowed in any form on the exterior of the Building. With the exception of the approved exterior building signage. Interior window signs shall be permissible. (b) No signs except in uniform location and uniform style fixed by Landlord will be permitted in the public corridors or on corridor doors or entrances to Tenant's space; and (6) Repair, Maintenance, Alterations and Improvements. Tenant shall carry out Tenant's repair, maintenance, alterations and improvements in the Premises only during times agreed to in advance by Landlord and in a manner, which will not interfere with the rights of other tenants in the Building. (7) Water Fixtures. Tenant shall not use water closets or water fixtures for any purposes for which they are not intended, nor shall water be wasted by tampering with such fixtures. Any cost or damage resulting from such misuse by Tenant shall be paid for by Tenant. (8) Damage to Premises. Except as permitted by Landlord, no tenant shall mark up, paint signs upon, cut, drill into, drive nails or screws into, or in any way mar or deface the walls, ceilings, partitions or floors of any premises or the Building. Notwithstanding the foregoing, normal picture hanging is permitted within the Premises. Any defacement, damage or injury caused by any tenant, its agents or employees shall be paid for by such tenant. (9) Prohibition Against Inflammable or Hazardous Materials. The use of oil, gas, or other inflammable liquids for any purpose is expressly prohibited. Explosives or any other article deemed hazardous shall not be brought into the Building. (10) Antennas and Aerials. No antenna or aerial shall be erected on the roof or exterior walls of the Building without the prior written consent of Landlord. Notwithstanding that Landlord grants its permission, Landlord reserves the right to 37 bi assess a reasonable charge for such use, which charge shall be paid monthly as Additional Rent. Any antenna or aerial so installed without prior consent shall be subject to removal without notice at any time, and Tenant shall bear all costs of such removal and costs of all repairs necessitated by virtue of its attachment to the Building. (11) Personal Use of Premises. The Premises shall not be used or permitted to be used for residential, lodging or sleeping purposes or for the storage of personal effects or property not required for business purposes. (12) Heavy Articles. Tenant shall not place in or move about the Premises, without Landlord's prior written consent, any safe or other heavy article which in Landlord's reasonable opinion may damage the Building, and Landlord may designate the location of any heavy articles in the Premises. (13) Bicycles, Animals. Tenant shall not bring any animals or birds into the Building, and shall not permit bicycles or other vehicles inside or on the sidewalks outside the Building except in areas designated from time to time by Landlord for such purposes. (14) Deliveries. Tenant shall ensure that deliveries of materials and supplies to the Premises are made through such entrances, as may from time to time be designated by Landlord, and shall promptly pay or cause to be paid to Landlord the cost of repairing any damage in or to the Building caused by any person making such deliveries. Tenant is expressly permitted to take deliveries through the rear of the Premises and from time to time if necessary, to park delivery trucks to the rear or South side of the premises and take deliveries through the front door of the Premises. (15) Furniture and Equipment. Tenant shall ensure that furniture and equipment being moved into or out of the Premises is moved through such entrances and at such times as may from time to time be designated by Landlord, and by movers or a moving company approved by Landlord, and shall promptly pay or cause to be paid to Landlord the cost of repairing any damage in or to the Building caused thereby. (16) Solicitations. Landlord reserves the right to restrict or prohibit canvassing, soliciting or peddling in the Building. (17) Food and Beverage. Only persons approved from time to time by Landlord may prepare, solicit orders for, sell, serve or distribute foods or beverages in the Building, or use the common areas for any such purpose. Except with Landlord's prior written consent and in accordance with arrangements approved by Landlord, Tenant shall not permit on the premises the use of equipment for dispensing food or beverages or for the preparation, solicitation of orders for, sale, serving or distribution of food or beverages. Landlord recognizes that Tenant may from time -to -time provide food for specific promotional purposes and approval will not be required. Landlord recognizes that Tenant may from time -to -time provide wine or other beverages for tasting to customers and approval will not be required. (18) Refuse. Tenant shall place all refuse in proper receptacles provided by Tenant at its expense in the Premises or in receptacles (if any) provided by Landlord for the Building, and shall keep the Building free of all refuse. (19) Obstruction. Tenant shall not obstruct or place anything in or on the sidewalks or driveways outside the Building or in the common areas of the Building, or use such locations for any purpose except access to and exit from the Premises without Landlord's prior written consent. Landlord may remove at Tenant's expense any such obstruction or thing (unauthorized by Landlord) without notice or obligation to Tenant. (20) Dangerous or Immoral Activities. Tenant shall not make any use of the Premises, which involves the danger of injury to any person, nor shall the same be used for any immoral purpose. (21) Proper Conduct. Tenant shall not conduct itself in any manner which is inconsistent with the character of the Building as a quality historic building or which will impair the comfort and convenience of other tenants in the Building. (22) Employees, Agents and Invitees. In these Rules and Regulations, "Tenant" includes the employees, agents, invitees and licensees of Tenant and others permitted by Tenant to use or occupy the Premises. (23) Outside Sales and Storage. No tenant may display or offer for sale any merchandise, nor allow carts, portable signs or devices, or any other objects to be stored or to remain outside the defined exterior walls or roof and permanent doorways of its premises. All sidewalks, entryways, and common areas shall remain unobstructed, and shall be used only for ingress and egress from the Premises and the Building. 38 (24) Parking Lot Solicitation. No tenant may solicit in any manner in any of the automobile parking, sidewalk, or other common areas of the Building. (25) Deliveries. All deliveries, loading and unloading shall be accomplished by use of entryways other than the entryway commonly used by Tenant's customers except as provided for elsewhere in this lease. In no event shall delivery trucks or other vehicles servicing the Building be allowed to park or remain in front of the Building between the hours of 10:00 a.m. and 9:00 p.m. of each day. (26) Hours of Operation. Each tenant shall open its premises for business to the general public no later than 10:00 a.m. and continuously remain open for business throughout the day until at least 6:00 p.m., Monday through Saturday, or during such other reasonable hours and days as are established by the merchants' association, if any, provided that such hours and days are not in violation or any applicable law, rule, regulation, or ordinance. No tenant shall use any space within its premises to serve any business taking place at other locations. All tenants shall warehouse, store or stock in their premises only such goods and merchandise as are reasonably required for sale at, in or from the Premises. (27) Parking. (a) Parking areas shall be used only for parking vehicles no larger than full size passenger automobiles herein called "Permitted Size Vehicles." Vehicles other than Permitted Size Vehicles are herein referred to as "Oversized Vehicles." (b) Tenant shall not permit or allow any vehicles that belong to or are controlled by Tenant or Tenant's employees, suppliers, shippers, customers, or invitees to be loaded, unloaded, or parked in areas other than those designated by Landlord (if any) for such activities. (c) Parking stickers or identification devices shall be the property of Landlord and shall be returned to Landlord by the holder thereof upon termination of the holder's parking privileges. Tenant will pay such replacement charge as is reasonably established by Landlord for the loss of such devices. (d) Parking stickers or identification devices must be clearly displayed at all times. (e) Landlord reserves the right to relocate all or a part of parking spaces within the parking facilities serving the Building or to a reasonably adjacent off site locations(s), and to reasonably allocate them between compact and standard size spaces, as long as the same complies with applicable laws, ordinances and regulations. (f) Users of the parking area will obey all posted signs and park only in the areas designated for vehicle parking. Users shall not park in any space designated as "Handicapped," "Visitors Only," or any spaces(s) other than the space(s) assigned or designated for Tenant's use. (g) Unless otherwise instructed, every person using the parking area is required to park and lock his own vehicle. Landlord will not be responsible for any damage to vehicles, injury to persons or loss of property, all of which risks are assumed by the party using the parking area. (h) The parking facilities serving the Building shall be used only for daily (short term) parking purposes, and shall not be used for overnight or long term parking or storage of vehicles. Any vehicle remaining in a parking space for more than seventy -two (72) hours shall be deemed abandoned any may be towed at its owner's expense. The maintenance, washing, waxing or cleaning of vehicles in the parking facilities is prohibited. (i) Tenant shall provide such information concerning vehicle ownership and identification as may be reasonably required by Landlord in the management of the parking facilities, including make, model, year, owners' name, and tag number of vehicles, which will be parked in the spaces assigned to Tenant. Tenant agrees to notify Landlord (or its parking facilities manager) of any changes in such information as they occur. (j) Such parking use as is herein provided is intended merely as a license only and no bailment is intended or shall be created hereby. (k) Tenant shall be responsible for seeing that all its employees, agents and invitees comply with the applicable parking rules, regulations, laws and agreements. Landlord reserves the right to refuse (or revoke) the 39 issuance of monthly identification devices to any person or entity who willfully refuses to comply with the applicable rules, regulations, laws and/or agreements governing parking. Landlord further reserves the right to ticket or fine violators or tow vehicles parked in violation of these parking rules and regulations. (28) No Smoking. The Building is a no- smoking building. Accordingly, Tenant shall not permit its agents, employees, contractors, guests or invitees to smoke within the Building, on its grounds, or any of its entrances, corridors, stairwells, restrooms, sidewalks, parking areas, planting areas, paved areas or other areas. Smoking shall only be permitted in those areas specifically designated by Landlord from time to time." Tenant may be assessed a $50.00 fee for each violation of the foregoing rule, which fee shall be deemed Additional Rent and be partial compensation for Landlord's increased administrative, cleaning and insurance costs. 40 ab EXHIBIT G SPECIAL PROVISIONS f. Prohibited Uses (See Section 1.10 of the Lease.) • No part of the shopping center shall be devoted to the use or operation of any entertainment or recreational facility. "Entertainment or recreational facility" includes, without limitation, a theater, carnival, bowling alley, skating rink, amusement center, electronic or mechanical games arcade, pool or billiard hall, betting parlor, bingo parlor, massage parlor, pornographic shop, adult book store, nightclub, dance hall, tavern, cocktail lounge, any facility for the on- premises consumption of alcoholic beverages except as an incidental part of the operation of a Liquor Store, No part of the shopping center within three hundred feet (300') of any exterior building wall of any Lot 2 (Safeway parcel) building shall be devoted to the use or operation of any restaurant (take -out, fast -food or sit - down). • No part of the shopping center shall be devoted to the use or operation of any training or educational facility. "Training or educational facility" includes, without limitation, a beauty school, barber college, place of instruction, or any other operation catering primarily to students or trainees rather than to customers, but excludes employee training by owners or owner's tenants incidental to the conduct of their businesses within the shopping center. 2. Exclusive Use (See Section 1.10 of the Lease.) • Except as provided in the Declaration of Easements, the store on Lot 2 (Safeway parcel) shall have the sole and exclusive right to: (i) sell food for off - premises consumption; (ii) sell merchandise which, under the laws of the State of Colorado, is required to be dispensed by or under the supervision of a registered or licensed pharmacist ( "prescription pharmacy merchandise "); and (iii) sell pet foods. Stores in the shopping center other than the store on Lot 2 may devote up to, but not more than, the lesser of (a) one thousand five hundred (1,500) square feet of sales area (including aisle space adjacent thereto), or (b) sales area (including aisle space adjacent thereto) of up to ten percent (10 %) of the total square footage of the store, to the sale of food for off - premises consumption. However, the terms of the Declaration of Easements shall not be deemed to prohibit a restaurant from selling food prepared on- premises for off - premises consumption, subject, however, to the provisions of the Declaration of Easements. Spirits, wine, cigars, miscellaneous liquor related food items, and beer are not defined as food for the purposes of these special provisions. • The restriction against the sale of food for off - premises consumption and pet foods shall terminate and be of no further force or effect if a grocery supermarket of at least 45,000 square feet in size is not operated on Lot 2 for a continuous period of six (6) months or more, for any reason other than (i) a strike, lockout or other labor difficulty, fire or other casualty, condemnation, war, riot, insurrection, act of God, the requirements of any local, state or federal law, rule, regulation, or any other reason beyond the reasonable control of the owner or occupant of Lot 2 (other than financial) or (ii) temporary closure due to the restoration, reconstruction, expansion, alternation or remodeling of any buildings or improvements located in the shopping center. Furthermore, the restriction against the sale of prescription pharmacy merchandise shall terminate and be of no further force or effect if prescription pharmacy merchandise is not sold from Lot 2 for any reason other than those set forth in (i) and (ii) of the previous sentence, or if, at any time after prescription pharmacy merchandise is not sold from Lot 2 for a continuous period of six (6) months or more for any reasons other than those set forth in (i) and (ii) of the previous sentence. The provisions are for the benefit of Lot 2 and exclusive use may be enforced pursuant to the provisions of Article 15 of the Declaration of Easements only by the owner of Lot 2. 3. Lease Termination by Tenant. • If Colorado State Liquor Laws change during the term of this Lease in such a fashion as to permit Safeway or any other grocery or convenience store within two (2) miles of the premises to sell packaged alcoholic 41 beverages other than 3.2 beer, Tenant shall have the right to terminate this Lease without damages ninety (90) days after notifying the landlord in writing of its intent to terminate. ■ If the Safeway store ceases to operate in the shopping center, Tenant shall have the right to terminate this Lease without damages ninety (90) days after notifying the Landlord in writing of its intent to terminate. Exclusive product distribution. Landlord agrees that Tenant shall have the exclusive right to sell packaged alcoholic beverages within the shopping center with the exception of sales of 3.2 beers by Safeway. 4. Dispute with Winter Boat, LLC. Tenant acknowledges that Tenant is currently under lease for space in Fraser Valley Shopping Center, located at 535 Zerex Street, Unit C 201, in Fraser, Colorado, and that Tenant is in a dispute with Winter Boat, LLC, the landlord of Fraser Valley Shopping Center, and is seeking to terminate its lease at Fraser Valley Shopping Center. Landlord has received correspondence from legal counsel for Winter Boat, LLC alleging, among other things, that Winter Boat, LLC has a claim against Landlord and Wesley A. Becker, individually ( "Becker "), for intentional interference with contractual obligations arising out of the negotiations between Landlord and Tenant for the lease of space at Fraser Marketplace. Landlord and Tenant deny such allegations, and Tenant has expressly represented to Landlord that Tenant is committed to the relocation of its business. Tenant has advised Landlord that Tenant continues to pursue a termination of its lease with Winter Boat, LLC through all available means. Tenant hereby agrees, at its expense, to use all due diligence in the pursuit and obtainment, as an integral part of its negotiations and final settlement with Winter Boat, LLC, of a stipulation from Winter Boat LLC that no further legal action will commence or go forth against Landlord and its affiliated companies, and their respective managing agents, leasing agents, and other agents, managers, members, employees, and representatives, including Becker, including specifically any allegations and claims made by Winter Boat, LLC against Landlord and/or Tenant regarding intentional interference with contractual obligations. 5. Signage Exceptions. Notwithstanding anything to the contrary set forth in the Lease, Tenant shall be entitled to post temporary sale banners from time to time on the exterior of the Premises without prior consent of Landlord. In addition, Tenant shall be entitled to display customary liquor store signage, either lighted or not, inside the Premises and on the inside of the Premises windows, as long as the signage is in compliance with all applicable laws, rules, ordinances and codes, including the Town of Fraser sign code. 6. Condition Precedent to the terms of this Lease. Landlord agrees that in the event of the occurrence of the following, the terms and provisions of this Lease will become null and void: Inability of the Tenant to secure the appropriate approvals from State and / or local governments for the relocation of their existing liquor license to the Premises, on or before September 30, 2012. 42 EXHIBIT H TENANT OPTIONS 1. Renewal Options. As additional consideration for the execution of this Lease, the Landlord grants to Tenant two (2) separate options to extend the term of this Lease for two (2) separate additional sixty (60) -month periods upon the same terms and conditions herein contained, except for the extension option granted herein, so long as Tenant shall have fulfilled completely and timely all of the terms and conditions of this Lease; provided, however, that the Minimum Rent shall be equal to the Prevailing Market Rental Rate, as deemed below. If Tenant elects to exercise an option hereunder, it shall do so by giving Landlord written notice ( "Renewal Notice ") of such election at least three (3) months prior to the beginning of the additional period for which the term hereof is to be extended by the exercise of such option. Provided Tenant gives such notice, and provided that Tenant has fulfilled completely and timely all the terms and conditions of this Lease, the term of this Lease shall be automatically extended for the additional period of years covered by the option so exercised without execution of an extension or renewal lease. The failure of Tenant to exercise its option for any additional period shall conclusively waive its option for subsequent additional periods, if any. No later than ten (10) days following Landlord's receipt of the Renewal Notice, Landlord and Tenant shall meet in an effort to negotiate, in good faith, the Market Rental Rate applicable to the Premises as of the date Landlord receives the Renewal Notice. If Landlord and Tenant have not agreed upon the Market Rental Rate applicable to the Premises within such (10) day period, then Landlord and Tenant shall attempt to agree, in good faith, upon a single broker not later than fifteen (15) days following Landlord's receipt of the Renewal Notice who shall determine the Market Rental Rate for the Premises. If Landlord and Tenant are unable to agree upon a single broker within such time period, then Landlord and Tenant shall each appoint one broker not later than twenty (20) days following Landlord's receipt of the Renewal Notice. Not later than twenty -five (25) days following Landlord's receipt of the Renewal Notice, the two appointed brokers shall appoint a third broker. If either Landlord or Tenant fails to appoint a broker within the prescribed time period, the single broker appointed shall determine the Market Rental Rate. If both parties fail to appoint brokers within the prescribed time periods, then the first broker thereafter selected by a party shall determine the Market Rental Rate. If a single broker is chosen, then such broker shall determine the Market Rental Rate applicable to the Premises. Otherwise, the Market Rental Rate shall be the arithmetic average of two (2) of the three (3) appraisals, which are the closest in amount, and the third appraisal shall be disregarded. Landlord and Tenant shall instruct the brokers to complete their determination of the Market Rental Rate not later than forty (40) days following Landlord's receipt of the Renewal Notice. Each party shall bear the costs of its own broker, and the parties shall share equally the cost of the single or third broker if applicable. Each broker shall have at least five (5) years' experience in the leasing of retail space in the market in which the Building is located and shall be a licensed real estate broker. The term "Market Rental Rate" per square foot of area shall mean the annual rate of Minimum Rent reasonably determined to be the prevailing market rental rate in the market in which the Building is located, as determined by Landlord, for comparable retail space for terms commencing on or about the Renewal Commencement Date and shall take into its consideration (i) the duration of the term for which such space is being leased, (ii) location within the applicable building, (iii) when the applicable rate first becomes effective, (iv) other concessions customarily given to other tenants including, without limitation, rent abatement and tenant improvement allowances, but assuming the leasing of the space "as is" on the Renewal Commencement Date, and (v) other comparable factors. Bona fide written offers to lease comparable space in the Building received by Landlord from third parties (at arm's length) and consummated between Landlord and such third party within six (6) months prior to the date of the Renewal Notice may be used by Landlord or Tenant as an indication of the Market Rental Rate. The components of the Market Rental Rate may include, among other items, the components of rent, periodic adjustments or additions to a fixed Minimum Rent based upon a share of real estate taxes and other expenses and increases to adjust for inflation then customary in the geographic area in which the Building is located. Tenant acknowledges and agrees that the extension options shall be deemed personal to Tenant and if Tenant subleases, assigns or otherwise transfers any interests hereunder to any person or entity prior to the exercise of the extension options, the extension options shall lapse and be forever waived. 43 Exhibit A -3: Floor Plan Exhibit B: Drawings Exhibit C: Tenant Acceptance Letter Exhibit D: Landlord's Specifications Exhibit E: Work Letter Exhibit F: Rules and Regulations Exhibit G: Special Provisions Exhibit H: Tenant Options EXHIBIT A -1 LEGAL DESCRIPTION Lot 3, SAFEWAY - FRASER MARKETPLACE FINAL DEVELOPMENT PLAN PLAT, according to the Plat thereof recorded June 9, 1998 under Reception No. 98006151 and as corrected in the Affidavit recorded November 18, 1998 under Reception No. 98012346, County of Grand, State of Colorado. 27 EXHIBIT A -2 SITE PLAN 28 EXHIBIT A -3 FLOOR PLAN 29 EXHIBIT B DRAWINGS 30 EXHIBIT C TENANT ACCEPTANCE LETTER Lease Dated: G cc Sa / d , 2012 Landlord: Fraser Marketplace, LLC, a Colorado limited liability company Tenant: Bottle Pass Liquors, Inc., a Colorado corporation Premises: Unit 1A, IS` Floor, The undersigned, Tenant under the above described Lease, hereby confirms, as of the date hereof, the following: (1) That it is in full and complete possession of the Premises, such possession having been delivered by Landlord and having been accepted by the undersigned on October 1, 2012 (2) That the space and improvements required to be furnished by the terms of the Lease have been completed in all respects to the satisfaction of the undersigned and are made available for the use of the undersigned, its employees and invitees. (3) That all duties of an inducement nature required of Landlord in said Lease have been fulfilled. (4) That said Lease is in full force and effect; that there are no existing defaults on the part of Landlord under the terms thereof except as follows (if none, so indicate): (5) That no rents have been prepaid except as provided by said Lease; that the undersigned does not now have or hold any claims against Landlord which might be set -off or credited against future accruing rents. (6) That rents provided in said Lease commence to accrue on November 1, 2012. and such date shall be the Rent Commencement Date. (7) That the Term of said Lease is five (5) years, and the Expiration Date is September 30, 2017. Dated: 46.ct5f /O, 2 ° /2- 31 TENANT: Name: Bottle Pass Liquors, Inc. EXHIBIT D LANDLORD'S SPECIFICATIONS 1. Storefront with one three foot (3') wide by seven foot (7') high (minimum) lockable storefront `front' door. 2. One three foot (3') wide by seven foot (7') high `rear' lockable door. 3. One 4" sanitary sewer line within tenant space (adjacent to the back wall). 4. One 1" water line stub into tenant space (typically above ceiling grid height). 5. All demising walls sheet - rocked from floor to roof deck, taped, sanded and ready for paint, no texture (no additional interior walls included). 6. Smooth concrete floor ready for floor covering. 7. One HVAC (or equivalent furnace /condensing unit) roof top unit sized to provide 1 TON per 350 square feet of leasable space. Unit to be placed on roof by landlord. Supply and return (ducted) diffusers to be provided by landlord, modifications for specific tenant finish layout shall be by tenant. 8. One (1) 400 AMP electrical service (typically located on the rear wall). 9. One (1) duplex outlet per 300 square feet of leasable space evenly spaced. 10. Duplex outlets over storefront windows per code. 11. A 2 foot by 4 foot acoustical tile drop ceiling at 10' -0" above finished floor. 12. One (1) two foot by 4 four tube lay in fluorescent light fixture per 200 square feet of leasable space. This unit has a "High -bay" lighting configuration different from what is described above. Tenant agrees to accept the lighting configuration "as-is ", any changes to the lighting configuration will be at Tenant's expense. 13. One (1) J -box located on the front facade with a conduit and pull tape stubbed into tenant space (for tenant signage, signage by tenant). 14. All EXIT signs required per code for the `Vanilla Shell' tenant space. 15. One (1) ADA standard restroom. Standard restroom to include: one lock -able door, one sink, one toilet, smooth concrete floor, one mirror, one toilet paper holder, ADA grab bars, floor base, one switch controlling one florescent light and exhaust fan and water resistant walls to code. 16. One electric six (6) gallon hot water heater (installed above the restroom). 17. A fully sprinkled `Vanilla Shell' tenant space. (sprinkler heads may need to be modified by lessee per their tenant finish plan). 18. One (1) 24 "x24" floor mounted mop basin. 19. One 1" empty conduit stubbed into tenant space for future connection to telephone service. 20. Sufficient service panel to provide electrical service to the Cooler and Ice Machinery. As stated above, there is a 400 AMP panel serving the space; while we believe this is sufficient to provide adequate power for the Tenant's use, Landlord has not verified same, and Tenant is responsible for the timely determination of whether the service panel provides sufficient service. Any additional electrical construction necessary to provide sufficient power for Tenant's use will be constructed by Tenant, at Tenant's expense, as part of Tenant's work in 32 the Premises. 21. Sufficient drainage for the cooler and ice machinery. Tenant shall be responsible for "Tying -in" the cooler condensate line to the existing drainage line at the rear of the Premises provided by Landlord, as part of Tenant work in the Premises By signing this Lease, Tenant acknowledges that, prior to execution of this Lease, (a) Tenant has inspected the Premises and Tenant has agreed to accept the Premises in its present "AS IS" condition, and (b) Landlord has installed the vanilla shell improvements set forth in this Exhibit D above and is not obligated to construct or complete any additional improvements to the Premises. 33 EXHIBIT E WORK LETTER This is the Work Letter referred to in and specifically made a part of the Lease to which this Exhibit E is annexed, covering the Premises, as more particularly described in the Lease. Landlord and Tenant agree as follows: 1. Defined Terms. The following defined terms shall have the meaning set forth below and, unless provided to the contrary herein, the remaining defined terms shall have the meaning set forth in the Lease: Landlord's Representative: Wesley A. Becker Tenant's Representative: Michael A. La Porte Tenant's General Contractor: Colorado Regional Construction Landlord's Contribution to Tenant's Work: None. 2. Landlord's Work. As soon as reasonably possible, Landlord shall undertake and complete, at its own cost and expense, Landlord's Work as described in Exhibit D of this Lease (to the extent not already completed as of the execution date of the Lease). If Tenant shall be in possession of the Premises prior to the final completion of Landlord's Work, Tenant hereby acknowledges that Tenant shall accept disruptions and disturbances of its use and occupancy of the Premises as reasonably necessary for Landlord to timely and cost effectively complete Landlord's Work. Further, Tenant covenants and agrees that Tenant's contractors shall coordinate the installation of Tenant's Work, as hereinafter provided, in accordance with the construction schedule for Landlord's Work such that, if any interference or conflict arises, upon receipt of written notice from Landlord, Tenant agrees to cause such interference conflict to cease. 3. Tenant Improvements. The "Tenant Improvements" shall mean the interior walls, partitions, doors, door hardware, wall coverings, wall base, counters, lighting fixtures, electrical and telephone wiring, cabling for computers, metering and outlets, ceilings, floor and window coverings, HVAC system, fire sprinklers system, and other items of general applicability that Tenant desires to be installed in the interior of the Premises. All Tenants Improvements previously installed in the Premises by Landlord or former tenants will remain in the Premises for use by the Tenant. 4. Performance of Tenant's Work. Tenant accepts the Premises in its current "AS IS" condition and acknowledges that Landlord shall have no obligation to do any work in or on the Premises to render it ready for Tenant's use or occupancy except as provided for in Exhibit D. Tenant shall timely commence and diligently prosecute to full completion Tenant's Work in accordance with the Drawings. The parties agree that no demolition work or other Tenant's Work shall be commenced on the Premises until such time as Tenant has provided to Landlord copies of the demolition and building permits required to be obtained from all applicable governmental authorities and all other conditions precedent have been fully satisfied. All materials, work, installations, equipment and decorations of any nature whatsoever brought on or installed in the Premises before the commencement of the Term or during the Term shall be at Tenant's risk, and neither Landlord nor any party acting on Landlord's behalf shall be responsible for any damages thereto or loss or destruction thereof due to any reason or cause whatsoever, excluding by reason of Landlord's gross negligence or willful or criminal misconduct. 5. Drawings. Tenant shall engage and pay for the services of a licensed architect to prepare a space layout, drawings and specifications for all Tenant Improvements, which architect shall be subject to Landlord's reasonable approval (the "Architect "). Tenant shall devote such time in consultation with Tenant's architect as shall be necessary to enable Tenant's architect to develop complete and detailed architectural, mechanical and engineering drawings and specifications, as necessary, for the construction of Tenant Improvements, showing thereon all Tenant Improvements ( "Drawings "). Tenant hereby acknowledges and agrees that it is Tenant's sole and exclusive responsibility to cause the Premises and the Drawings to comply with all applicable laws, including the Americans with Disabilities Act and other ordinances, orders, rules, regulations and requirements of all governmental authorities having jurisdiction thereof. 34 6. Tenant's Work. It is understood and agreed by the parties that, as hereinafter set forth, Tenant has elected to arrange for the construction and installation of Tenant Improvements itself in a good and workmanlike manner ( "Tenant's Work "). 7. Tenant's Construction of Tenant Improvements. (a) Payment; Liens. Tenant shall promptly pay any and all costs and expenses in connection with or arising out of the performance of Tenant Improvements and shall furnish to Landlord evidence of such payment upon request. Landlord shall post and serve notices of non - liability in accordance with applicable laws. In the event any lien is filed against the Building or any portion thereof or against Tenant's leasehold interest therein, the provisions of Section 4.07 of the Lease shall apply. (b) Indemnity. Tenant shall indemnify, defend and hold Landlord harmless from and against any and all suits, claims, actions, loss, cost or expense (including claims for workers' compensation, attorneys' fees and costs) based on personal injury or property damage caused in, or contract claims (including, but not limited to claims for breach of warranty) arising from Tenant's Work. Tenant shall repair or replace (or, at Landlord's election, reimburse Landlord for the cost of repairing or replacing) any portion of the Building or item of Landlord's equipment or any of Landlord's real or personal property damaged, lost or destroyed in the construction of Tenant Improvements. (c) Contractors. The Major Subcontractors employed by Tenant and any subcontractors thereof shall be (i) duly licensed in the state in which the Premises are located, and (ii) except as otherwise approved herein, On or before ten (10) business days prior to the commencement of any construction activity in the Premises, Tenant and Tenant's contractors shall obtain and provide Landlord with certificates evidencing Workers' Compensation, public liability and property damage insurance in amounts and forms and with companies satisfactory to Landlord. If Landlord should disapprove such insurance, Landlord shall specify to Tenant the reasons for its disapproval within five (5) business days after delivery of such certificates. Tenant's agreement with its contractors shall require such contractors to provide daily clean up of the construction area to the extent such clean up is necessitated by the construction of Tenant Work, and to take reasonable steps to minimize interference with other tenants' use and occupancy of the Building. Nothing contained herein shall make or constitute Tenant as the agent of Landlord. Tenant and Tenant's contractors shall comply with any other reasonable rules, regulations or requirements that Landlord may impose. (d) Use of Common Areas. Also during the construction period, Tenant shall ensure that the Building, all common areas, and the Premises are kept in a clean and safe condition at all times. Further, all construction activities shall be conducted so as to use reasonable efforts to minimize interference with the use and occupancy of the Building by the tenants thereof. Such entry shall be deemed to be under all the terms, covenants, provisions and conditions of the Lease. (e) Assumption of Risk. All materials, work, installations, equipment and decorations of any nature whatsoever brought on or installed in the Premises pursuant to the provisions of this Work Letter before the commencement of the Term or throughout the Term shall be at Tenant's risk, and neither Landlord nor any party acting on Landlord's behalf shall be responsible for any damage thereto or loss or destruction thereof due to any reason or cause whatsoever, excluding by reason of Landlord's or such other party's gross negligence or willful or criminal misconduct. 8. Time Limits. Intentionally Deleted: This section is not applicable, as Landlord will assist Tenant in completing all construction drawings. Tenant shall be responsible for the costs associated with that portion of the architectural costs associated with Tenant's specific tenant finish requirements. 9. Substantial Completion. Tenant shall timely commence and diligently prosecute to full completion the construction of the Tenant Improvements in accordance with the Drawings. Tenant Improvements shall be deemed substantially complete when all work called for by the Drawings has been finished and the Premises is ready to be used and occupied by Tenant, even though minor items may remain to be installed, finished or corrected ( "Substantial Completion Date" or the "Date of Substantial Completion "). Tenant shall cause the contractors to diligently complete any items of work not completed when the Premises are substantially complete. In the event of any dispute as to substantial completion of Tenant Improvements, the statement of Landlord's construction manager shall be conclusive. Substantial completion shall have occurred notwithstanding punch list items. Promptly after the Substantial Completion Date, the parties will execute an instrument in the form attached hereto as Exhibit C, setting forth the Commencement Date of the Lease, so that said date is certain and such instrument, when executed is hereby made a part of this Lease and incorporated herein by reference. 35 10. Tenant's Representative. Tenant has designated Tenant's Representative as its sole representative with respect to the matters set forth in this Work Letter, who shall have full authority and responsibility to act on behalf of Tenant as required in this Work letter. Tenant shall not change Tenant's Representative except upon prior written notice to Landlord. 11. Landlord's Representative. Tenant acknowledges that neither Tenant's Architect nor any contractor engaged by Tenant is Landlord's agent and neither entity has authority to enter into agreements on Landlord's behalf or otherwise bind Landlord. Landlord has designated Landlord's Representative as its sole representative with respect to the matters set forth in this Work Letter, who shall have full authority and responsibility to act on behalf of Landlord as required in this Work Letter. Landlord shall not change Landlord's Representative except upon notice to Tenant. 12. No Representations or Warranties. Notwithstanding anything to the contrary contained in the Lease or herein, Landlord's participation in the preparation of the Drawings, the cost estimates for Tenant and the construction of Tenant Improvements and /or Tenant Improvements shall not constitute any representation or warranty, express or implied, that (i) the Drawings are in conformity with applicable governmental codes, regulations or rules or (ii) Tenant Improvements, if built in accordance with the Drawings, will be suitable for Tenant's intended purpose. Tenant acknowledges and agrees that Tenant Improvements are intended for use by Tenant and the specification and design requirements for such improvements are not within the special knowledge or experience of Landlord. Landlord's obligations shall be to review the Drawings, and any additional cost or expense required for the modification thereof to more adequately meet Tenant's use, whether during or after construction thereof, shall be borne entirely by Tenant. 13. Incorporation. This Work Letter is incorporated in the Lease; and all of the terms and provisions of the Lease are incorporated herein by this reference. 36 EXHIBIT F RULES AND REGULATIONS (1) Security. Landlord may from time to time adopt appropriate systems and procedures for the security or safety of the Building, any persons occupying, using or entering the same, or any equipment, furnishings or contents thereof, and Tenant shall comply with Landlord's reasonable requirements relative thereto. (2) Locks. Landlord may from time to time install and change locking mechanisms on entrances to the Building, common areas thereof, and the Premises and (unless 24 hour security is provided by the Building) shall provide to Tenant a reasonable number of keys and replacements therefore to meet the bona fide requirements of Tenant. In these rules "keys" include any device serving the same purpose. Tenant shall not add to or change existing locking mechanisms on any door in or to the Premises without Landlord's prior written consent, nor duplicate in any manner any keys provided for access to the Building, common areas thereof, or the Premises. If, without Landlord's consent, Tenant installs lock(s) incompatible with the Building master locking system: (a) Landlord, without abatement of rent, shall be relieved of any obligation under the Lease to provide any service to the affected areas which requires access thereto; (b) Tenant shall indemnify Landlord against any expense as a result of forced entry thereto which may be required in an emergency; and (c) Tenant shall at the end of the Term and at Landlord's request remove such lock(s) at Tenant's expense. (3) Return of Keys. At the end of the Term, Tenant shall promptly return to Landlord all keys for the Building and Premises, which are in possession of Tenant. (4) Window Coverings. Tenant shall observe Landlord's rules with respect to maintaining uniform windows in the Premises so that the Building represents a uniform exterior appearance, and shall not install deflective film, window shades, screens, drapes, covers or other materials on or at any window in the Premises without Landlord's prior written consent. (5) Signs. Unless otherwise expressly agreed to in writing by Landlord: (a) No signs will be allowed in any form on the exterior of the Building. With the exception of the approved exterior building signage. Interior window signs shall be permissible. (b) No signs except in uniform location and uniform style fixed by Landlord will be permitted in the public corridors or on corridor doors or entrances to Tenant's space; and (6) Repair, Maintenance, Alterations and Improvements. Tenant shall carry out Tenant's repair, maintenance, alterations and improvements in the Premises only during times agreed to in advance by Landlord and in a manner, which will not interfere with the rights of other tenants in the Building. (7) Water Fixtures. Tenant shall not use water closets or water fixtures for any purposes for which they are not intended, nor shall water be wasted by tampering with such fixtures. Any cost or damage resulting from such misuse by Tenant shall be paid for by Tenant. (8) Damage to Premises. Except as permitted by Landlord, no tenant shall mark up, paint signs upon, cut, drill into, drive nails or screws into, or in any way mar or deface the walls, ceilings, partitions or floors of any premises or the Building. Notwithstanding the foregoing, normal picture hanging is permitted within the Premises. Any defacement, damage or injury caused by any tenant, its agents or employees shall be paid for by such tenant. (9) Prohibition Against Inflammable or Hazardous Materials. The use of oil, gas, or other inflammable liquids for any purpose is expressly prohibited. Explosives or any other article deemed hazardous shall not be brought into the Building. (10) Antennas and Aerials. No antenna or aerial shall be erected on the roof or exterior walls of the Building without the prior written consent of Landlord. Notwithstanding that Landlord grants its permission, Landlord reserves the right to 37 assess a reasonable charge for such use, which charge shall be paid monthly as Additional Rent. Any antenna or aerial so installed without prior consent shall be subject to removal without notice at any time, and Tenant shall bear all costs of such removal and costs of all repairs necessitated by virtue of its attachment to the Building. (11) Personal Use of Premises. The Premises shall not be used or permitted to be used for residential, lodging or sleeping purposes or for the storage of personal effects or property not required for business purposes. (12) Heavy Articles. Tenant shall not place in or move about the Premises, without Landlord's prior written consent, any safe or other heavy article which in Landlord's reasonable opinion may damage the Building, and Landlord may designate the location of any heavy articles in the Premises. (13) Bicycles, Animals. Tenant shall riot bring any animals or birds into the Building, and shall not permit bicycles or other vehicles inside or on the sidewalks outside the Building except in areas designated from time to time by Landlord for such purposes. (14) Deliveries. Tenant shall ensure that deliveries of materials and supplies to the Premises are made through such entrances, as may from time to time be designated by Landlord, and shall promptly pay or cause to be paid to Landlord the cost of repairing any damage in or to the Building caused by any person making such deliveries. Tenant is expressly permitted to take deliveries through the rear of the Premises and from time to time if necessary, to park delivery trucks to the rear or South side of the premises and take deliveries through the front door of the Premises. (15) Furniture and Equipment. Tenant shall ensure that furniture and equipment being moved into or out of the Premises is moved through such entrances and at such times as may from time to time be designated by Landlord, and by movers or a moving company approved by Landlord, and shall promptly pay or cause to be paid to Landlord the cost of repairing any damage in or to the Building caused thereby. (16) Solicitations. Landlord reserves the right to restrict or prohibit canvassing, soliciting or peddling in the Building. (17) Food and Beverage. Only persons approved from time to time by Landlord may prepare, solicit orders for, sell, serve or distribute foods or beverages in the Building, or use the common areas for any such purpose. Except with Landlord's prior written consent and in accordance with arrangements approved by Landlord, Tenant shall not permit on the premises the use of equipment for dispensing food or beverages or for the preparation, solicitation of orders for, sale, serving or distribution of food or beverages. Landlord recognizes that Tenant may from time -to -time provide food for specific promotional purposes and approval will not be required. Landlord recognizes that Tenant may from time -to -time provide wine or other beverages for tasting to customers and approval will not be required. (18) Refuse. Tenant shall place all refuse in proper receptacles provided by Tenant at its expense in the Premises or in receptacles (if any) provided by Landlord for the Building, and shall keep the Building free of all refuse. (19) Obstruction. Tenant shall not obstruct or place anything in or on the sidewalks or driveways outside the Building or in the common areas of the Building, or use such locations for any purpose except access to and exit from the Premises without Landlord's prior written consent. Landlord may remove at Tenant's expense any such obstruction or thing (unauthorized by Landlord) without notice or obligation to Tenant. (20) Dangerous or Immoral Activities. Tenant shall not make any use of the Premises, which involves the danger of injury to any person, nor shall the same be used for any immoral purpose. (21) Proper Conduct. Tenant shall not conduct itself in any manner which is inconsistent with the character of the Building as a quality historic building or which will impair the comfort and convenience of other tenants in the Building. (22) Employees, Agents and Invitees. In these Rules and Regulations, "Tenant" includes the employees, agents, invitees and licensees of Tenant and others permitted by Tenant to use or occupy the Premises. (23) Outside Sales and Storage. No tenant may display or offer for sale any merchandise, nor allow carts, portable signs or devices, or any other objects to be stored or to remain outside the defined exterior walls or roof and permanent doorways of its premises. All sidewalks, entryways, and common areas shall remain unobstructed, and shall be used only for ingress and egress from the Premises and the Building. 38 (24) Parking Lot Solicitation. No tenant may solicit in any manner in any of the automobile parking, sidewalk, or other common areas of the Building. (25) Deliveries. All deliveries, loading and unloading shall be accomplished by use of entryways other than the entryway commonly used by Tenant's customers except as provided for elsewhere in this lease. In no event shall delivery trucks or other vehicles servicing the Building be allowed to park or remain in front of the Building between the hours of 10:00 a.m. and 9:00 p.m. of each day. (26) Hours of Operation. Each tenant shall open its premises for business to the general public no later than 10:00 a.m. and continuously remain open for business throughout the day until at least 6:00 p.m., Monday through Saturday, or during such other reasonable hours and days as are established by the merchants' association, if any, provided that such hours and days are not in violation or any applicable law, rule, regulation, or ordinance. No tenant shall use any space within its premises to serve any business taking place at other locations. All tenants shall warehouse, store or stock in their premises only such goods and merchandise as are reasonably required for sale at, in or from the Premises. (27) Parking. (a) Parking areas shall be used only for parking vehicles no larger than full size passenger automobiles herein called "Permitted Size Vehicles." Vehicles other than Permitted Size Vehicles are herein referred to as "Oversized Vehicles." (b) Tenant shall not permit or allow any vehicles that belong to or are controlled by Tenant or Tenant's employees, suppliers, shippers, customers, or invitees to be loaded, unloaded, or parked in areas other than those designated by Landlord (if any) for such activities. (c) Parking stickers or identification devices shall be the property of Landlord and shall be returned to Landlord by the holder thereof upon termination of the holder's parking privileges. Tenant will pay such replacement charge as is reasonably established by Landlord for the loss of such devices. (d) Parking stickers or identification devices must be clearly displayed at all times. (e) Landlord reserves the right to relocate all or a part of parking spaces within the parking facilities serving the Building or to a reasonably adjacent off site locations(s), and to reasonably allocate them between compact and standard size spaces, as long as the same complies with applicable laws, ordinances and regulations. (1) Users of the parking area will obey all posted signs and park only in the areas designated for vehicle parking. Users shall not park in any space designated as "Handicapped," "Visitors Only," or any spaces(s) other than the space(s) assigned or designated for Tenant's use. (g) Unless otherwise instructed, every person using the parking area is required to park and lock his own vehicle. Landlord will not be responsible for any damage to vehicles, injury to persons or loss of property, all of which risks are assumed by the party using the parking area. (h) The parking facilities serving the Building shall be used only for daily (short term) parking purposes, and shall not be used for overnight or long term parking or storage of vehicles. Any vehicle remaining in a parking space for more than seventy-two (72) hours shall be deemed abandoned any may be towed at its owner's expense. The maintenance, washing, waxing or cleaning of vehicles in the parking facilities is prohibited. (i) Tenant shall provide such information concerning vehicle ownership and identification as may be reasonably required by Landlord in the management of the parking facilities, including make, model, year, owners' name, and tag number of vehicles, which will be parked in the spaces assigned to Tenant. Tenant agrees to notify Landlord (or its parking facilities manager) of any changes in such information as they occur. (j) Such parking use as is herein provided is intended merely as a license only and no bailment is intended or shall be created hereby. (k) Tenant shall be responsible for seeing that all its employees, agents and invitees comply with the applicable parking rules, regulations, laws and agreements. Landlord reserves the right to refuse (or revoke) the 39 issuance of monthly identification devices to any person or entity who willfully refuses to comply with the applicable rules, regulations, laws and/or agreements governing parking. Landlord further reserves the right to ticket or fine violators or tow vehicles parked in violation of these parking rules and regulations. (28) No Smoking. The Building is a no- smoking building. Accordingly, Tenant shall not permit its agents, employees, contractors, guests or invitees to smoke within the Building, on its grounds, or any of its entrances, corridors, stairwells, restrooms, sidewalks, parking areas, planting areas, paved areas or other areas. Smoking shall only be permitted in those areas specifically designated by Landlord from time to time." Tenant may be assessed a $50.00 fee for each violation of the foregoing rule, which fee shall be deemed Additional Rent and be partial compensation for Landlord's increased administrative, cleaning and insurance costs. 40 EXHIBIT G SPECIAL PROVISIONS 1. Prohibited Uses (See Section 1.10 of the Lease.) • No part of the shopping center shall be devoted to the use or operation of any entertainment or recreational facility. "Entertainment or recreational facility" includes, without limitation, a theater, carnival, bowling alley, skating rink, amusement center, electronic or mechanical games arcade, pool or billiard hall, betting parlor, bingo parlor, massage parlor, pornographic shop, adult book store, nightclub, dance hall, tavern, cocktail lounge, any facility for the on- premises consumption of alcoholic beverages except as an incidental part of the operation of a Liquor Store, No part of the shopping center within three hundred feet (300') of any exterior building wall of any Lot 2 (Safeway parcel) building shall be devoted to the use or operation of any restaurant (take -out, fast -food or sit - down). • No part of the shopping center shall be devoted to the use or operation of any training or educational facility. "Training or educational facility" includes, without limitation, a beauty school, barber college, place of instruction, or any other operation catering primarily to students or trainees rather than to customers, but excludes employee training by owners or owner's tenants incidental to the conduct of their businesses within the shopping center. 2. Exclusive Use (See Section 1.10 of the Lease.) • Except as provided in the Declaration of Easements, the store on Lot 2 (Safeway parcel) shall have the sole and exclusive right to: (i) sell food for off - premises consumption; (ii) sell merchandise which, under the laws of the State of Colorado, is required to be dispensed by or under the supervision of a registered or licensed pharmacist ( "prescription pharmacy merchandise "); and (iii) sell pet foods. Stores in the shopping center other than the store on Lot 2 may devote up to, but not more than, the lesser of (a) one thousand five hundred (1,500) square feet of sales area (including aisle space adjacent thereto), or (b) sales area (including aisle space adjacent thereto) of up to ten percent (10 %) of the total square footage of the store, to the sale of food for off - premises consumption. However, the terms of the Declaration of Easements shall not be deemed to prohibit a restaurant from selling food prepared on- premises for off - premises consumption, subject, however, to the provisions of the Declaration of Easements. Spirits, wine, cigars, miscellaneous liquor related food items, and beer are not defined as food for the purposes of these special provisions. • The restriction against the sale of food for off - premises consumption and pet foods shall terminate and be of no further force or effect if a grocery supermarket of at least 45,000 square feet in size is not operated on Lot 2 for a continuous period of six (6) months or more, for any reason other than (i) a strike, lockout or other labor difficulty, fire or other casualty, condemnation, war, riot, insurrection, act of God, the requirements of any local, state or federal law, rule, regulation, or any other reason beyond the reasonable control of the owner or occupant of Lot 2 (other than financial) or (ii) temporary closure due to the restoration, reconstruction, expansion, alternation or remodeling of any buildings or improvements located in the shopping center. Furthermore, the restriction against the sale of prescription pharmacy merchandise shall terminate and be of no further force or effect if prescription pharmacy merchandise is not sold from Lot 2 for any reason other than those set forth in (i) and (ii) of the previous sentence, or if, at any time after prescription pharmacy merchandise is not sold from Lot 2 for a continuous period of six (6) months or more for any reasons other than those set forth in (i) and (ii) of the previous sentence. The provisions are for the benefit of Lot 2 and exclusive use may be enforced pursuant to the provisions of Article 15 of the Declaration of Easements only by the owner of Lot 2. 3. Lease Termination by Tenant. ■ If Colorado State Liquor Laws change during the term of this Lease in such a fashion as to permit Safeway or any other grocery or convenience store within two (2) miles of the premises to sell packaged alcoholic 41 beverages other than 3.2 beer, Tenant shall have the right to terminate this Lease without damages ninety (90) days after notifying the landlord in writing of its intent to terminate. If the Safeway store ceases to operate in the shopping center, Tenant shall have the right to terminate this Lease without damages ninety (90) days after notifying the Landlord in writing of its intent to terminate. Exclusive product distribution. Landlord agrees that Tenant shall have the exclusive right to sell packaged alcoholic beverages within the shopping center with the exception of sales of 3.2 beers by Safeway. 4. Dispute with Winter Boat, LLC. Tenant acknowledges that Tenant is currently under lease for space in Fraser Valley Shopping Center, located at 535 Zerex Street, Unit C 201, in Fraser, Colorado, and that Tenant is in a dispute with Winter Boat, LLC, the landlord of Fraser Valley Shopping Center, and is seeking to terminate its lease at Fraser Valley Shopping Center. Landlord has received correspondence from legal counsel for Winter Boat, LLC alleging, among other things, that Winter Boat, LLC has a claim against Landlord and Wesley A. Becker, individually ( "Becker "), for intentional interference with contractual obligations arising out of the negotiations between Landlord and Tenant for the lease of space at Fraser Marketplace. Landlord and Tenant deny such allegations, and Tenant has expressly represented to Landlord that Tenant is committed to the relocation of its business. Tenant has advised Landlord that Tenant continues to pursue a termination of its lease with Winter Boat, LLC through all available means. Tenant hereby agrees, at its expense, to use all due diligence in the pursuit and obtainment, as an integral part of its negotiations and final settlement with Winter Boat, LLC, of a stipulation from Winter Boat LLC that no further legal action will commence or go forth against Landlord and its affiliated companies, and their respective managing agents, leasing agents, and other agents, managers, members, employees, and representatives, including Becker, including specifically any allegations and claims made by Winter Boat, LLC against Landlord and/or Tenant regarding intentional interference with contractual obligations. 5. Signage Exceptions. Notwithstanding anything to the contrary set forth in the Lease, Tenant shall be entitled to post temporary sale banners from time to time on the exterior of the Premises without prior consent of Landlord. In addition, Tenant shall be entitled to display customary liquor store signage, either lighted or not, inside the Premises and on the inside of the Premises windows, as long as the signage is in compliance with all applicable laws, rules, ordinances and codes, including the Town of Fraser sign code. 6. Condition Precedent to the terms of this Lease. Landlord agrees that in the event of the occurrence of the following, the terms and provisions of this Lease will become null and void: Inability of the Tenant to secure the appropriate approvals from State and / or local governments for the relocation of their existing liquor license to the Premises, on or before September 30, 2012. 42 EXHIBIT H TENANT OPTIONS 1. Renewal Options. As additional consideration for the execution of this Lease, the Landlord grants to Tenant two (2) separate options to extend the term of this Lease for two (2) separate additional sixty (60) -month periods upon the same terms and conditions herein contained, except for the extension option granted herein, so long as Tenant shall have fulfilled completely and timely all of the terms and conditions of this Lease; provided, however, that the Minimum Rent shall be equal to the Prevailing Market Rental Rate, as defined below. If Tenant elects to exercise an option hereunder, it shall do so by giving Landlord written notice ( "Renewal Notice ") of such election at least three (3) months prior to the beginning of the additional period for which the term hereof is to be extended by the exercise of such option. Provided Tenant gives such notice, and provided that Tenant has fulfilled completely and timely all the terms and conditions of this Lease, the term of this Lease shall be automatically extended for the additional period of years covered by the option so exercised without execution of an extension or renewal lease. The failure of Tenant to exercise its option for any additional period shall conclusively waive its option for subsequent additional periods, if any. No later than ten (10) days following Landlord's receipt of the Renewal Notice, Landlord and Tenant shall meet in an effort to negotiate, in good faith, the Market Rental Rate applicable to the Premises as of the date Landlord receives the Renewal Notice. If Landlord and Tenant have not agreed upon the Market Rental Rate applicable to the Premises within such (10) day period, then Landlord and Tenant shall attempt to agree, in good faith, upon a single broker not later than fifteen (15) days following Landlord's receipt of the Renewal Notice who shall determine the Market Rental Rate for the Premises. If Landlord and Tenant are unable to agree upon a single broker within such time period, then Landlord and Tenant shall each appoint one broker not later than twenty (20) days following Landlord's receipt of the Renewal Notice. Not later than twenty -five (25) days following Landlord's receipt of the Renewal Notice, the two appointed brokers shall appoint a third broker. If either Landlord or Tenant fails to appoint a broker within the prescribed time period, the single broker appointed shall determine the Market Rental Rate. If both parties fail to appoint brokers within the prescribed time periods, then the first broker thereafter selected by a party shall determine the Market Rental Rate. If a single broker is chosen, then such broker shall determine the Market Rental Rate applicable to the Premises. Otherwise, the Market Rental Rate shall be the arithmetic average of two (2) of the three (3) appraisals, which are the closest in amount, and the third appraisal shall be disregarded. Landlord and Tenant shall instruct the brokers to complete their determination of the Market Rental Rate not later than forty (40) days following Landlord's receipt of the Renewal Notice. Each party shall bear the costs of its own broker, and the parties shall share equally the cost of the single or third broker if applicable. Each broker shall have at least five (5) years' experience in the leasing of retail space in the market in which the Building is located and shall be a licensed real estate broker. The term "Market Rental Rate" per square foot of area shall mean the annual rate of Minimum Rent reasonably determined to be the prevailing market rental rate in the market in which the Building is located, as determined by Landlord, for comparable retail space for terms commencing on or about the Renewal Commencement Date and shall take into its consideration (i) the duration of the term for which such space is being leased, (ii) location within the applicable building, (iii) when the applicable rate first becomes effective, (iv) other concessions customarily given to other tenants including, without limitation, rent abatement and tenant improvement allowances, but assuming the leasing of the space "as is" on the Renewal Commencement Date, and (v) other comparable factors. Bona fide written offers to lease comparable space in the Building received by Landlord from third parties (at arm's length) and consummated between Landlord and such third party within six (6) months prior to the date of the Renewal Notice may be used by Landlord or Tenant as an indication of the Market Rental Rate. The components of the Market Rental Rate may include, among other items, the components of rent, periodic adjustments or additions to a fixed Minimum Rent based upon a share of real estate taxes and other expenses and increases to adjust for inflation then customary in the geographic area in which the Building is located. Tenant acknowledges and agrees that the extension options shall be deemed personal to Tenant and if Tenant subleases, assigns or otherwise transfers any interests hereunder to any person or entity prior to the exercise of the extension options, the extension options shall lapse and be forever waived. 43 (the application located at due et seq.; and enters 1.There not been an evidence that it is or will be entitled to possession of the 2. is proposed to be exercised. 3.the Town 4. AND Peggy Smith, Mayor ATTEST: CERTIFICATE OF SERVICE postage Ms. Catherine Trotter & Board of Trustees Town of Fraser P.O. Box 120 Fraser, CO 80442 RE: Off - Premise Sign Permission Request for Colorado Adventure Park Dear Catherine & Board Members: Enclosed please find a sign permit application for an off - premises directional sign for the Colorado Adventure Park. As we briefly discussed, we are asking permission to put this sign on the property Cornerstone Winter Park Holdings, LLC owns, known as Myer Lot 1. I have enclosed a letter acknowledging its agreement to the placement of the sign on its property. Also enclosed is the permit application fee and documentation in regards to location, size and construction of the sign. The new Fraser Sign Code (Section 16- 10- 170(C)) provides for off - premise signs and requires Town Board approval of such signs. Colorado Adventure Park has proven to be an added asset the Fraser Valley by providing over thirty seasonal jobs to members of the community, drawing tourists into the town of Fraser, and providing many partnerships with other local businesses to generate economic growth within the entire community. Colorado Adventure Park strives to continue to increase offerings as a tourist and local hot spot to help impact economic development for the Fraser Valley and also contributes to multiple local and non -local non - profits, church groups, the Town of Fraser, and educational establishments to draw attention to the area in a positive way. The owner of the Colorado Adventure Park hold a business license with the Town of Fraser and its main office is located in the town. While the tubing hill operations are located outside the town limit, a large amount of the business management and associated staffing are based in Fraser. Please bring this matter before the Town Board at its Oct. 3, 2012 meeting with our request for approval and the issuance of a building permit. Thank you for your attention to this matter. Sincerely, COLORADO ADVENTURE PARK, LLC 11011% IrIN RAD0" SIGN PERMIT APPLICATION Please fill out a separate application for each sign. All permits require a sketch of proposed signs as well as their location on the building or site. APPLICANT NAME:Colorado Adventure Park, LLC PHONE NUMBER: +1 (970) 726 -8600 MAILING ADDRESS: PO BOX 870 CITY FRASER STATE: CO ZIP CODE:80442 BUSINESS /PLACE SIGN IS FOR: CR 72 - vacant Lot on Right Phone Number: +1 (970) 726 -8%1 LOCATION OF SIGN (STREET ADDRESS): ZONING OF PROPERTY: CR 72 (Right Hand Side before railroad tracks LOCATION ON SITE (Attach site plan) See attached (Exhibit A) Freestanding ❑ Wall ❑ Banner Commercial PD SQ. FT. OF LANDSCAPING (Attach site plan) See Attached (Exhibit B &C) SIGN TYPE (Check all that apply) ❑ Projecting ❑ Ground /Monument ❑ Campaign ❑ Sandwich Board ❑ Temporary ❑ Other SIZE OF SIGN: (Height, Width, Total Sq. Ft.): Face: 32 Sq Ft MATERIALS: WOOD & PAINT COLORS: Black, Blue, Yellow Green (See Exhibit D) TYPE OF LIGHTING TO BE USED: LED Down Lighting that is acceptable by the sign permit (Sec. 16 -10 -200) TOTAL SQUARE FOOTAGE OF EXISTING SIGNAGE: NA TOTAL SQUARE FOOTAGE OF ALL SIGNAGE:NA I hereby certify that all above information is correct to the best of my knowledge. I understand that any discrepancies in the above information may result in denial of this sign application by the Town of -- Fraser. "ORIZED SI i `U R 9/12/2012 DATE *If other than owner, a letter authorizing agent on behalf of owner must be attached. ❑ Fee Paid FOR TOWN USE ONLY ❑ Sign Sketch ❑ Landscape Plan PERMIT: C Approved C Denied C Appeal to Board DATE: ISSUED /DENIED BY: SPECIAL CONDITIONS: DATE: ❑ Site Inspection Exhibit A Location on Site • bil!�iw�igiil:, tit 1 RASER VALLEY' PAR AY ^1�IIII u Exhibit B 8 F T 1�11111G�lll�lli1,"111 �a inessuii f ����i1 /ata ill�l�� 41.11111111111 11 4 FT CR 72 H WY 40 011 ,111 '1111[ io01111111 Exhibit C Sign will resemble gate sign at Colorado Adventure Park entrance Exhibit D TUBIN 644.4 �IDI ADVENTURE PARK �TUBING�` SNOW SCOOTS TERRAIN PARK z Cornerstone Winter Park Holdings, LLC PO Box 30 Winter Park, CO 80442 Colorado Adventure Park, LLC PO Box 870 Fraser, CO 80442 Re: Sign Permit Application Location Approval Cornerstone Winter Park Holdings, LLC grants right to Colorado Adventure Park, LLC to construct a sign located on out lot off of CR 72 (North Side) according to the plans set rth in,,th)s application. Winter r Park Holdings, LLC Clark Lipscomb, President TOWN OF FRASER RESOLUTION NO. 2012-10-01 A RESOLUTION APPROVING A SIGN PERMIT REQUEST FOR AN OFF-PREMISE SIGN FOR THE COLORADO ADVENTUREPARK. WHEREAS,Section 16-10-170 (c) of the Fraser Town Code states the following: “Off- premises signs may be permitted if the business street frontage is not on U.S. 40. Property owner permission is required and off-premises signs must be approved by the Board of Trustees on a case-by-case basis.” WHEREAS,the applicant has submitted a request for an off-premise sign for the Colorado Adventure Parkin accordance with Section 16-10-170(c) of the Fraser Town Code; WHEREAS, the Fraser Town Board finds the requestto be in compliancewith the Town Code. NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEESOF THE TOWN OF FRASER, COLORADO THAT: 1.The Fraser Town Board approves a requestfor an off-premise sign for the Colorado Adventure Park. Design and location shall be as stated in request memo except that the sign shall not to exceed 20 SF. Permit to be processed by Town Staff. DULY MOVED, SECONDED AND ADOPTED THIS17thDAY OFOCTOBER, 2012. TOWN OF FRASER ATTEST: Peggy Smith, Mayor _____________________________ Lu Berger, Town Clerk To: From: Date: Subject: Messioramdtisti Mayor Smith and Board of Trustees Allen Nordin, Director of Public Works October 10, 2012 Sanitary Sewer Line Ownership Background Summary Madam Mayor and Trustees, The property owners of 238 Mill Avenue, Mary Giammari (Richard Clark) and her son Jesse Clark contacted town staff in June of 2011 to discuss the state of their sewer service line which had frozen and was backing up into their home. In addition, they questioned ownership of the four -inch clay sewer service line that runs from their house approximately 300 feet north towards the alley between Mill and Byers Avenue (color map attached). Based on the documentation that they presented at our meeting, both verbal and written, they feel by the location of a manhole in the street, as indicated on their attached map (b /w hand - drawing), that this line is likely a Town -owned sewer main, therefore the Town's responsibility for maintenance. Given that the history regarding this utility line is vague at best and having found no documentation in Town records confirming the status of this sewer line (service vs. main), the owners have requested that this matter be brought to the Board for your consideration and a possible determination of ownership. As a result of our June 21, 2011 meeting with Mary and Jesse in an effort to facilitate a reasonable approach to determining ownership to their sewer line, the Town entered into a joint `exploratory' effort to share in the costs associated with opening up the line and sending a closed- circuit television (CCTV) camera through the line to inspect its condition to see if the manhole shown on their map actually exists. The results of the CCTV show that the manhole does not exist. The CCTV video tape recording was reviewed by staff in its entirety and an itemized list of the condition of the line and footage was generated (attached). In mid September 2012 Mary called to inform me that their sewer line was backing up into their home again and asked about the possibly that it may have something to do with the improvements made to the drainage ditch this summer west of her property. I suggested to Mary that most likely was not the case given the distance between the ditch and her line. Mary requested a meeting in Fraser for September 17th to further discuss her situation. In that meeting I informed her about the option of the Utility Service Line Replacement Incentive Program that could help to offset some of the costs related to her line replacement. She appeared hopeful that with the incentive program she may be able to move forward but she needed some time to think over her options. She also asked for names and numbers of local contractors she could call to get bids on for replacing their line. Based on the research to date it is staff's determination that the line in question is a private service line for the following reasons: 1) Town owned collection mains are a minimum of 8 inches per our construction standards; 2) the manhole in question does not exist; 3) this is a 4 -inch clay line, and, 4) the service line is tapped into the 8 -inch main, not the manhole, located in the alley north of the property as our construction standards require. 238 Mill Ave (Giammari) Sewer Service Video Inspection by Sani King: 8 -4 -2011 Feet DESCRIPTION Begin @ existing clean -out outside of valley pan, looking north (towards MH CC -1): 0 clay pipe 6 30% off -set at joint, belly in pipe from 6' to 26' 15 unidentifiable joint 31 belly in pipe, camera under water (31'to 36') 37 pipe deflection to the right 53 clay to PVC; pvc squashed at joint 57 pvc to clay; severe off -set at joint 67 camera under water (to 82') 85 bad joint 89 severe off -set @ joint 97 camera 50% submerged (to 100') 111 clay to pvc; severe joint separation; possible roots 118 pvc to clay; belly in pipe 126 off -set @ joint 136 possible root wad (large) @ joint 139 possible clean -out or tap? 141 off -set @ joint 152 cracked clay pipe @ joint 157 cracks along left side of clay pipe 166 severely damaged clay pipe. Appears to be crushed 169 off -set @ joint. Standing sewage (belly) 177 pipe deflects to the right 179 clay to pvc; pipe deflects 180 pvc to clay; 22 1/2 degree bend sweeps to the right. Camera under water. 190 blockage or deflection in pipe. Camera would not go any further. End of video. Begin @ existing clean -out outside of valley pan, looking south (house side): 0 clay pipe 11 off -set @ joint; infiltration; cracked clay pipe @ joint 13 clay to pvc; (13' to 17'); pipes are off -set. 18 pvc to clay; severe off -set causing a belly in the pipe 23 clay to pvc; off -set and belly in pipe 36 pvc wye going towards the house (left) 45 pvc wye @ 90 degree position 49 pvc to clay; 51 camera partially submerged. Pipe 1/2 full of water 54 camera out of water 122 pipe goes to surface (daylight) End of pipe and video 1111! << 141 I ; i�� 1! ;1;i !; 111 1 ,Cr� 4F co s# R( i "3 tc ' , ^: 0 n f n r!Ni Y CLERK 10.3 Developer agrees to dedicate or convey to Fraser a public parking area near the trail head of the Fraser River Trail, with parking space for not less than eight (8) vehicles. The location of such parking area shall be determined and it shall be dedicated or conveyed in conjunction with the review and approval of the subdivision application for Planning Area 11 e or any portion thereof. 10.4 Developer, or its predecessor, has granted to Fraser a pedestrian and bicycle easement of 20 feet in width along the proposed west right -of -way for U.S. Highway 40, and Fraser has constructed a pathway on such easement. Developer shall have the right to relocate the easement and the pathway at its sole cost and expense if necessary to accommodate future development on the Rendezvous Property and if approved by Fraser. Fraser shall maintain the pathway on the easement in good order and repair at its sole cost and expense. 10.5 Developer agrees that public trails shall be dedicated and constructed in accordance with the 2003 PDD. The trails within an individual subdivision, and any offsite trails necessary to serve such subdivision, as determined by Fraser in consultation with the Developer, shall be included in the Improvements Agreement for that subdivision and shall be dedicated and constructed as provided in such Agreement. In addition, it is agreed that the trail along Leland Creek provided on the 2003 PDD, from its intersection with Rendezvous Road to the South boundary of the Rendezvous Property, shall be dedicated and constructed by October 31, 2010 if not completed sooner as part of an FPDP or subdivision approval. 10.6 Developer agrees to dedicate or convey a site consisting of not less than five (5) acres for use as a community recreation center to the Fraser Valley Metropolitan Recreation - 31 - 11E1 !l. ? 1111"'ill ill 11 1 E2 K,.:1_(.116,37; 12,10 2°0';. if CINEYOGRF: SORP L ROSE 34 of 73 R 365 t f OV: C . .71Z csFPNO COUNT'r CLERK District in Planning Area 1 Wa shown on the 2003 PDD. The community recreation center site plan must be approved by Fraser and Developer, and the architecture by Developer, subject to the plan for Planning Area 1 Wa, and of a quality consistent with such an area, appealing to residents, property owners and visitors of the Fraser Valley. Such site shall be dedicated or conveyed directly to the Fraser Valley Metropolitan Recreation District, if such District obtains voter approval for the issuance of District bonds to finance construction of a community recreation center by January 1, 2005 and provides proof of adequate funding to complete the project. Subject to voter approval of the District bonds to finance the community recreation center, Developer and District shall enter into a binding agreement to convey the property, if such approval is obtained within the time limit specified herein. In the event voter approval is not. obtained or proof of adequate funding is not provided by the District as set forth above, and after written request by Fraser for a site designated by Fraser (excluding 1 Wa, 2W, 4W, 9W, and 10W unless otherwise approved by Developer) and consented by Developer, which consent shall not unreasonably be withheld, five (5) acres shall be conveyed to Fraser for a public purpose. 10.7 Developer agrees to dedicate or convey a site consisting of not less than four (4) acres, identified as Planning Area 6W on the 2003 PDD, for public use (which may include, without limitation, a public works facility). The exact description of the site shall be determined by mutual agreement of Developer and Fraser, or if the parties are unable to agree, Fraser will reasonably determine such description consistent with the provisions of this Section. Developer shall then complete the conveyance of the site to Fraser on or before October 31, 2003, unless a suitable alternate location is identified. In addition, if requested by Fraser, Developer agrees to -32- "Al iy i "'j k4f�f1' 11 a ilit .; II 1' IF'2C j3..1�3C.63 12 '3'. ??v`,3 1 i i ; i�Fd'r`..'�'f i;,l ,, SP \ L ROSE. 35 of 73 :r 3665 00 0 ,4 00 t00 COUNTY CLERK convey two (2) sites for public works satellite facilities, one within Rendezvous East Mountain and another within Rendezvous West Mountain, each to consist of approximately 0.3 acres. Fraser may request such sites in connection with any FPDP or subdivision application by Developer, and the dedication or conveyance of such sites to Fraser shall be completed concurrently with the approval of the applicable FPDP or subdivision plat. Fraser-shall consult with Developer regarding the site plan and architectural design of such sites, including reasonable efforts to buffer or screen the public works facilities. The conveyance or dedication of each such site shall provide that if the site is hereafter devoted to something other than a public use, then the covenants and restrictions applicable to other portions of the Rendezvous Property generally shall also apply to such site. 10.8 Developer, or its predecessor, has previously conveyed the site now known as the Cozens Ranch Museum, pursuant to the provisions of the First Annexation Agreement. 10.9 There is an existing cemetery located within Planning Area 11E. Developer agrees to convey such cemetery site to the Grand County Historical Association at the time of approval of any subdivision of said Planning Area 11E or any portion thereof which includes such cemetery site. 10.10 Developer agrees to dedicate or convey to Fraser the open space parcel designated Town of Fraser Sales Tax Report - Actual Collections D 0 0 0 0 0 13 (6 N (6 Q co E o —)u- < —) )<WOZO Hca< Town of Fraser Sales Tax Report - Adjusted Collections 2011 2012 $ Amt +/- % +/- O V CO N N (Xi O CO COCO O r CO r (Xi N— 0 (Or0O r N 0 co V LO V ---- O— iiii 121121121121 It O ---- It O ---- It O It O_ 0 It r � a0O N 0 O r � 0 O 0) O I� i 11,840 N (fl V O i V r N I� LO r O CO r 0 O r 66,734 - 62,541 - 108,044 - 90,443 - 106,888 - 171,182 - 90,443 - 443,481 O 0)): 0o N $135,024 $144,032 $150,273 0) N— a0 N— N— ER $84,564 $131,359 L O 0 O N ER $128,839 ER ER ER ER V co r O r N— Ea O O O LO LO N— ea - $448,659 $139,733 $132,193 $159,740 $110,982 $77,649 $114,268 $142,320 O CO co r 0 N— Ea V V O 00 O r ea $90,443 $106,888 $171,182 OOO c r 0 r ea $1,544,822 O O O O LO LO ea - $5,178 CO CO O $1,544,822 0 O O LO LO ea - $5,178 ctp (0 O 2010 2011 $ Amt +/- % +/- N LO ('O O CO N N— CO O O CO O r CO V I� ■ O) CO M LO V r r CO LO co CO CO co LL 0- CO CO 0 co 00 L- - 2.40 CO N r CO N ('O r V ('') ■ - 5.42 N— 0 V r N 0 CO- N— co r N r r 0 0 N— r 0 r CO LO ' co r N V O CO O N Co LO r CO CO LO I— 0 CO N 0 CO - 42,359 O 0) 0) N- ' N CO CO 6) 1 18,757 - 50,000 ..:(0 CO CO CO CO 1 $139,733 $132,193 $159,740 $110,982 $77,649 $114,268 $142,320 O 00 co r 0 N— Ea V V O co O r ea $90,443 $106,888 $171,182 000 r O O r ER $1,544,822 0 O O O LO LO N— ea - $5,178 ('O O $134,819 V N— N— 0 V r ea $158,524 O 0) 0 CO- 0 (A $83,459 $110,052 $140,260 $123,224 0 CO O V O r ea $91,135 $149,247 $183,171 Co V N— I� LO N— ea $1,526,065 $1,600,000 - $73,935 N CO . O Co I. 0 N r ea $111,732 $95,341 $134,608 $178,147 $1,526,065 $1,600,000 - $73,935 N (0 ,. 2009 2010 $ Amt +/- % +/- r CO V r' V 0 O I� r V ' N- Cfl r' CO CO In CO 0 Ln ' 0 LO .- ' CO r ('o r r N N N CO •V LO N CO I� O r' LO (0 00 (O O r CO N N 0 O O C V i 0)) In 1 LO N O) r 0 V ' r CO CO ' co L00 CO r co OO) V ' CO LO. ' co N N ' - 16,222 - 23,117 - 23,222 (0 0 Cfl r - 15,845 V 0) (� O 0) 00 N- 7 O I� 0) N N I� V $134,819 V r r V r ea $158,524 O 0 0 00 0 (A $83,459 $110,052 $140,260 $123,224 0 Co O V O r Ea $91,135 $149,247 $183,171 $1,526,065 $1,600,000 - $73,935 N (0 • ■0 $154,114 $150,523 $165,135 $115,587 $88,365 $115,639 $142,486 $139,446 $127,186 $114,357 $133,181 (o r O 0 0 r ea - $73,935 $1,645,035 $1,600,000 $45,035 r Op N ('O Co O O I— r Ea LO Co r LO O r ea $88,594 $116,422 $145,896 $155,951 r (0 LO (0 r r ea $108,450 $89,263 $233,478 $1,645,035 $1,600,000 $45,035 r 03 N D 0 0 0 0 0 13 (6 N (6 Q co E o —)u- < —) )<WOZO Hca< Town of Fraser Sales Tax Report - Adjusted Collections _C • = >. >. -(-3°) + N (6 0 Q M 7 7 D N 0 0 0 O E o 0_ —)u_ < ��Q(WOZ0 Hco< 2011 2012 $ Amt +/- % +/- - 5.55 5.82 3.57 0 O . 0 CO N- ' - 9.84 12.40 - 0.84 CO ('O O_ 0 It O_ 0 It O_ 0 It O_ 0 It r � 0 O LO I� 0 N- V 0 0 CO LO CO 0 L() 0 V r I� V r N- 0 CO 0 CO 15,484 N 0 r N- CO CO LO N - 108,044 - 90,443 - 106,888 - 171,182 - 443,481 0 0: cci N $19,373 $137,599 $141,716 Co V CO N— ea $101,336 $82,036 $124,870 $141,128 $188,814 (A (A (A (A V co O r Ea O O O LO LO ea - $448,659 $20,448 $129,595 $136,651 $164,329 000 r O O r ER CO 6) ('O I— (f3 CO ('O 0 O r ER $142,320 OOO c r 0 r ea V O 00 O r ea $90,443 $106,888 $171,182 $1,544,822 0 O O LO LO ea - $5,178 ctp (0 O 2010 2011 $ Amt +/- % +/- r 0 00 (0 CO i - 3.28 4.37 Co N O Co 0 ('') i - 2.40 0.83 O 0) CO (0 r V ('') ■ - 5.42 -25.93 N- 0 V 1.23 - 3.23 r 0 0 0 r V N 0 0) 1 CO V V 1 ('O CO r N- V CO N N CO CO 6) 1 N N CO N 1 CO CO r r 0 N CO 0 CO CO CO CO 1 CO 0 CO V 1 - 27,720 LO CO 0) (fl 18,757 - 50,000 $20,448 $129,595 $136,651 $164,329 000 r O O r ER CO 6) ('O I— (f3 CO 003 ('O 0 O r ER $142,320 00 CO c r 0 r ea V O 0p O r ea $90,443 $106,888 $171,182 $1,544,822 0 O O LO LO ea - $5,178 ctp ((0 O $10,447 $139,519 $141,138 Co V N— I� LO N— ea $100,453 $83,629 $112,008 $141,137 O Co I. 0 N r ea $111,732 $95,341 $134,608 $178,147 $1,526,065 $1,600,000 - $73,935 N (0 ,. 2009 2010 $ Amt +/- % +/- 29.62 (O O r 0 0 i - 8.22 C V i 0)) In 1 0)) ('O i - 3.37 � 0 N - 4.32 c6 r 33.69 0 '- op - 7.23 0 O V 0) (� - 14,451 - 12,731 I� 0) N N I� V LO 0)) V V V V 0) N- - - 35,191 0 CO N V 0 Or (� 45,345 - 55,331 O 0) 00 r O $10,447 $139,519 $141,138 Co V N— I� LO N— ea $100,453 $83,629 $112,008 $141,137 O Co I. 0 N r ea $111,732 $95,341 $134,608 $178,147 $1,526,065 $1,600,000 - $73,935 N (0 $7,353 $153,970 $153,869 ('O Co O O I— r Ea LO Co r LO O r ea $88,594 $116,422 $145,896 $155,951 r (0 LO (0 r r ea $108,450 $89,263 $233,478 $1,645,035 $1,600,000 $45,035 r 03 N _C • = >. >. -(-3°) + N (6 0 Q M 7 7 D N 0 0 0 O E o 0_ —)u_ < ��Q(WOZ0 Hco< Finance Update:10/17/2012 Prepared:10/10/2012 th . Statutorily I am required to provide the Board a copy of the 2012 Budget by October 15 Included in this week’s packet is a copy of the current 10 year Budget document, to meet that requirement.Obviously we are still in the throes of the budget season, so in no way does the provided budget document encompass all of the changes to be made prior to adoption on th . December 5 Transmitted in this week’s packetare the Joint Facilities and Town’s SeptemberFinancial Statements along with the AugustSales Tax Report. As I begin making adjustments to July's actual sales tax receipts I find myself stymied because the 13th payment of one of our vendors has skewed June through August....and unfortunatelyI no longer receive the dates of the submittals from the State -so I've done the best I can from my reports to get the dollars into the correct periods! You can see that if we averaged this three month period we'd be up overall, instead of the slight dips I am reporting in July and Augustalong with the jump in June revenues. Nonetheless, we are still running 2.7% up YTD over 2011 -and that's a good thing! If we receipt at least what we received in the remainder of last year we will surpass budget byabout $35k -so I will keep my fingers crossed that we exceed by $50k. Looking forward to next week’s budget meeting –perhaps we will get beyond the General Fund and we can talk about the rates for the Utility Funds, and see where we are in the other funds as well. If you need any budget time with me let me know. As always please contact me with any questions or concerns you might have: 726-5491 X206 or at nhavens@town.fraser.co.us. Townof Fraser PO Box 370, Fraser, CO 80442 office 970-726-5491fax 970-726-5518 www.frasercolorado.com ASSETS 40 -10100 CASH ALLOCATED TO OTHER FUNDS 40 -10210 JFOC CHECKING -GMB 0318047507 40 -10215 GMB MONEY MARKET -O &M RESERVE 40 -11550 A/R - WPR 40 -11560 NR - GC #1 40 -11570 A/R - TOF TOF - JOINT FACILITIES FUND BALANCE SHEET SEPTEMBER 30, 2012 JOINT FACILITIES FUND 3,503.90 91, 959.96 52,917.93 11,815.47 18, 847.52 10,221.00 TOTAL ASSETS 189,265.78 LIABILITIES AND EQUITY LIABILITIES 40 -20920 JFOC O &M RESERVE TOTAL LIABILITIES FUND EQUITY UNAPPROPRIATED FUND BALANCE: REVENUE OVER EXPENDITURES - YTD 2,461.76 BALANCE - CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY 186,804.02 2,461.76 186,804.02 2,461.76 189,265.78 TOF - JOINT FACILITIES FUND REVENUES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 JOINT FACILITIES FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT REVENUE 40 -30 -100 INTEREST - O &M ACCOUNTS 29.76 420.26 600.00 179.74 70.0 40 -30 -200 O &M REIMBURSEMENT - WPR 11,815.47 111,965.92 214,500.00 102,534.08 52.2 40 -30 -210 O &M REIMBURSEMENT- GC #1 18,847.52 187,978.52 341,600.00 153,621.48 55.0 40 -30 -220 O &M REIMBURSEMENT - TOF 10,221.00 109,779.41 183,500.00 73,720.59 59.8 40 -30 -230 STUDY REIMBURSEMENT - WP .00 2,360.77 .00 ( 2,360.77) .0 40 -30 -235 STUDY REIMBURSEMENT - GRANBY .00 2,360.76 .00 ( 2,360.76) .0 40 -30 -900 MISCELLANEOUS REVENUE .00 2,041.50 .00 ( 2,041.50) .0 40 -30 -999 CARRYOVER BALANCE .00 .00 254,379.00 254,379.00 .0 TOTAL REVENUE TOTAL FUND REVENUE 40,913.75 416,907.14 994,579.00 577,671.86 41.9 40,913.75 416,907.14 994,579.00 577,671.86 41.9 TOF - JOINT FACILITIES FUND EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 JOINT FACILITIES FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT PLANT EXPENDITURES 40 -85 -110 SALARIES 12,346.33 117,668.23 180,000.00 62,331.77 65.4 40 -85 -210 HEALTH INSURANCE 2,943.30 23,699.46 48,407.00 24,707.54 49.0 40 -85 -220 FICA TAX 870.79 8,472.42 13,770.00 5,297.58 61.5 40 -85 -230 RETIREMENT 371.45 3,588.06 7,200.00 3,611.94 49.8 40 -85 -250 UNEMPLOYMENT TAX 37.04 353.04 540.00 186.96 65.4 40 -85 -260 WORKERS COMP CLAIMS .00 179.95 .00 ( 179.95) .0 40 -85 -280 TRAINING PROGRAMS .00 653.27 4,000.00 3,346.73 16.3 40 -85 -290 TRAVEL - MEALS AND LODGING 513.60 549.68 3,000.00 2,450.32 18.3 40 -85 -295 MEALS - LOCAL BUSINESS .00 14.66 200.00 185.34 7.3 40 -85 -310 LEGAL FEES .00 153.50 5,000.00 4,846.50 3.1 40 -85 -320 AUDIT FEE .00 3,900.00 6,000.00 2,100.00 65.0 40 -85 -330 ENGINEERING FEES .00 4,013.60 15,000.00 10,986.40 26.8 40 -85 -350 SLUDGE REMOVAL .00 19,499.87 65,000.00 45,500.13 30.0 40 -85 -370 PROFESSIONAL SERVICES 232.00 2,088.00 36,500.00 34,412.00 5.7 40 -85 -375 REIMBURSABLE PROF SERVICES .00 6,015.30 1,000.00 ( 5,015.30) 601.5 40 -85 -410 BANK CHARGES .00 .00 100.00 100.00 .0 40 -85 -430 INSURANCE - PLANT .00 24,588.11 28,000.00 3,411.89 87.8 40 -85 -440 ADVERTISING 89.76 89.76 .00 ( 89.76) .0 40 -85 -460 PLANT MAINTENANCE AND REPAIR 1,210.56 13,596.62 40,000.00 26,403.38 34.0 40 -85 -475 GROUNDS MAINTENANCE .00 1,077.68 2,000.00 922.32 53.9 40 -85 -480 EQUIPMENT RENTAL .00 .00 500.00 500.00 .0 40 -85 -490 PROFESSIONAL MEMBERSHIPS 72.00 72.00 500.00 428.00 14.4 40 -85 -500 OPERATING SUPPLIES 84.24 4,092.36 20,000.00 15,907.64 20.5 40 -85 -506 OPERATING SUPPLIES - CHEMICALS 6,373.42 55,521.86 75,000.00 19,478.14 74.0 40 -85 -510 EQUIPMENT PURCHASE AND REPAIR 25.04 8,267.39 20,000.00 11,732.61 41.3 40 -85 -520 TESTING 4,141.56 30,164.09 40,000.00 9,835.91 75.4 40 -85 -525 PERMITS .00 2,640.00 18,000.00 15,360.00 14.7 40 -85 -560 UTILITIES - TELEPHONE 199.49 1,790.45 5,500.00 3,709.55 32.6 40 -85 -562 UTILITIES - ELECTRICITY 10,859.73 74,703.28 90,000.00 15,296.72 83.0 40 -85 -565 UTILITIES - NATURAL GAS 67.63 2,297.21 9,000.00 6,702.79 25.5 40 -85 -567 UTILITIES - PLANT GENERATOR .00 405.08 2,500.00 2,094.92 16.2 40 -85 -569 UTILITIES - TRASH REMOVAL 134.87 1,213.83 3,500.00 2,286.17 34.7 40 -85 -650 VEHICLE EXPENSES 291.18 2,977.62 6,000.00 3,022.38 49.6 40 -85 -690 MISCELLANEOUS EXPENSE 20.00 99.00 1,000.00 901.00 9.9 TOTAL PLANT EXPENDITURES 40,883.99 414,445.38 747,217.00 332,771.62 55.5 TOTAL FUND EXPENDITURES 40,883.99 414,445.38 747,217.00 332,771.62 55.5 NET REVENUE OVER EXPENDITURES 29.76 2,461.76 247,362.00 244,900.24 1.0 TOF - JOINT FACILITIES FUND BALANCE SHEET SEPTEMBER 30, 2012 JFF - CRR /CIP FUND ASSETS 47 -10100 CASH - COMBINED FUND ( 3,503.90 ) 47 -10220 COLOTRUST 8006 - CRR 427,864.14 47 -10310 MB MONEY MARKET - CRR 228,305.73 47 -10410 GMB MONEY MARKET - CRR 85,643.35 47 -10510 CDARS 1012191266 - CRR 470,095.50 47 -10515 CDARS - 1012193366 - CRR 470,095.50 47 -10520 CDARS - 1011238323 - CRR 949,766.12 TOTAL ASSETS 2,628,266.44 LIABILITIES AND EQUITY LIABILITIES 47 -20910 JFOC - CRR FUNDS TOTAL LIABILITIES FUND EQUITY UNAPPROPRIATED FUND BALANCE: REVENUE OVER EXPENDITURES - YTD 16,022.16 BALANCE - CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY 2,612,244.28 16, 022.16 2,612,244.28 16,022.16 2,628,266.44 TOF - JOINT FACILITIES FUND REVENUES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 CRR AND CIP FUND REVENUES 47 -30 -100 INTEREST INCOME - CRR ACCOUNTS 47 -30 -990 CRR CARRYOVER BALANCE JFF - CRR /CIP FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT 2,147.02 19,526.06 15,000.00 ( 4,526.06) 130.2 .00 .00 2, 653, 000.00 2, 653, 000.00 .0 TOTAL CRR AND CIP FUND REVENUES 2,147.02 19,526.06 2,668,000.00 2,648,473.94 .7 TOTAL FUND REVENUE 2,147.02 19,526.06 2,668,000.00 2,648,473.94 .7 TOF - JOINT FACILITIES FUND EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 JFF - CRR /CIP FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT CAPITAL RPLMNTRESERVE PROJECTS 47 -60 -730 CRR PROJECTS .00 154.95 173,500.00 173,345.05 .1 TOTAL CAPITAL RPLMNTRESERVE PROJECTS .00 154.95 173,500.00 173,345.05 .1 CAPITAL IMPROVEMENT PROJECTS 47 -65 -730 CIP PROJECTS 3,348.95 3,348.95 .00 ( 3,348.95) .0 TOTAL CAPITAL IMPROVEMENT PROJECTS 3,348.95 3,348.95 .00 ( 3,348.95) .0 CAPITAL PURCHASES 47 -69 -740 CAPITAL PURCHASES .00 .00 20,000.00 20,000.00 .0 TOTAL CAPITAL PURCHASES .00 .00 20,000.00 20,000.00 .0 TOTAL FUND EXPENDITURES 3,348.95 3,503.90 193,500.00 189,996.10 1.8 NET REVENUE OVER EXPENDITURES ( 1,201.93) 16,022.16 2,474,500.00 2,458,477.84 .7 T a §g § §§ §888 8 0 §§§§.00a o 0 p 8§00§0 ul n ry 8 O O d 8 8 8 8 8 8 8 8 8 8 8 8 0 o 8 8 8 8 0 0 0 8 0 0 o 88°°8°8a ° 0 0 0 T n; 0000.0,—. O ui , O 00000000, 888888 °8 n ^p 8g 0 888888888 888 ° 0 0 0 0 0 0 u, o � o „� ry a 888888°88 888 ° 0 a'4 8 °'^ a' N § § §g § §g §8 §, 8 00 00 00 O 00 p 000 00 00 0008 O 00 p 00 0 O T m .4 .v ti .i p° n ry O pW _ _n 8888000,, 0 0 0 8 8 0 0 0 0 0 0 0„, 0 0 0 o 2 o LA g 8 00 00 00 0 0 0 8 000 00 00 0008 0 00 p 0 p O O N N §§§§o002 0 0 0 §§O0§0§2 0 p 0 0 0 ut 0 ry O m 8 8 8 8 8 8 8 8,, 8 8 8 0 0 8 8 8 8 0 0 0 8 0°§ 8 8 0 0 8 0 8 0 0§ 0°°§ 0 0 0 o0548oMu, °N ory .444.4 ry ° 888888888 888 00 rv°°aBoM °a^ §§§§§§ 8 8§ 8 8 8 ° 0 �, o g o ° g $3 ory o .JD; n w .o w o° ..� °v m o Maw �o� orv0 8 8 8 8 8 8 8 8 8 8 8 8 ° 0 .�° °oo '4°am °tea F4 w ry o v^ 8��� 7i �g °° O § § § § § §g §8 §g8 ° M/0002 p 000 00 00 0 0 0 0 %t61 O° O. 00 O .4.4.4.4 ry 08000! 000 88008080 0 o 080c 8 go 0 0.2 N N ma ,ry O 00 O I� 0 0 O n 8 8 8 8 0 0 0 8 000 8 8 0 0 8 0 8 8 ° p °° O ui 0, 0 p 0 O O M p am 0 0 0 .v 0 0 0 an, 0 0 0 00 O ut 0 0 §§§§0002 0 0 0 §§00§0§2 O p 0 a O oN0 -� O N O ut O p 0 0 0 00 O O O ap 0 0 0 vi O O vi O b V 8 °8888888 888 ry 4.8-2; 2; .64r ry ° IN, ° . 2 2 v o ry N Op O O I n O p` O p 0 00 00 00 0008 000 00 00 00000 0 0 0 0 8 n M .4.4„4.4 in 0 2 8 8 0 0 0 2 0 0 0 ti ti � h ,2 $ 0 0 0 n 0 o o .o g` ? 2 RCES AND T 0 E 0 2009 2010 2010 2011 2011 2012 2012 2012 2013 2014 2015 2016 2017 2018 2019 2020 FINAL Budget Actual Budget Actual Budget Year -To -Date YEE Budget Budget Budget Budget Budget Budget Budget Budget 26,000 1,989 2,000 2,000 6,000 2,500 2,500 14,000 395,000 14,000 10,000 0 0 110,783 50,000 D 2,000 13,000 O 651,772 215,250 40,000 16,467 8,610 646 0 3,000 4,000 3,000 0 70,000 14,900 9,000 25,000 28,000 15,000 10,000 6,495 0! .........500 .......650. 1,094 40,000 2,500 6,500 10,500 15,000 1,500 6,000 4,500 6,000 1,600 12,500! 1,000 0 12,000 2,000 v, °6 Training Programs Travel, Meals and Lodging Meals and Entertainment Miscellaneous Expense Grants and Aid to Agencies Intergovernmental Agreements Fraser/Winter Park Police Dept Street Lighting and Signals Special Events Grand County Dispatch Wood Stove Rebates Chamber of Commerce - IGA Winter Shuttle - IGA Summer Shuttle - IGA Business Dist StreetScape Business Enhancement Programs Improvement Awa rds- Business Sub -Total ADMINISTRATION = Health Insurance FICA Tax Retirement Unemployment Tax Workers Comp Claims Training Programs Travel, Meals and Lodging Meals and Entertainment Municipal Court Judge Legal Fees Audit Fees Engineering Fees Computers- Networks and Support Other Professional Services Reimbursable Prof Services Janitorial Services Treasurer's Fees Abatement Fees Recording Fees Bank Charges Elections Insurance - All Departments Advertising Professional Memberships Operating Supplies Equipment Purchase and Repair Postage Utilities - Telephone Utilities - Natural Gas Utilities - Electricity Utilities -Trash Removal Prop Mgmt - 117 Eisenhower Dr Prop Mgmt - 105 Fraser Ave Prop Mgmt - Prop Mgmt - 153 Fraser Ave Prop Mgmt - 200 Eisenhower Dr a a a a a a a a maw a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a o00 maaa�a� a a a a o a a a a a a a a a a a aaa ma 2009 2010 2010 2011 2011 2012 2012 2012 2013 2014 2015 2016 2017 2018 2019 2020 FINAL Budget Actual Budget Actual Budget Year -To -Date YEE Budget Budget Budget Budget Budget Budget Budget Budget 0 2,500 10,000 0 0 0; 17,475 20,899 644,085 360,000 63,000 27,540 14,400 1,080 1,000 2,000 1,000 500 1,000 20,000 0 0 0; 5,000 300 14,500 30,000 1,800 4,250 2,000 1,500 5,000 0: 0 35,000 5,000 10,000 500 0; 0' 5,500 0 4,500 1,500 5001 500 ......250.; 5,000 0 80,000 0' 01 799,120 Prop Mgmt - 216 Eisenhower Dr Prop Mgmt - 400 Doc Susie Ave Miscellaneous Expense Bad Debt Write -Off Capital Projects Capital Purchases Lease /Purchase- Principal Lease /Purchase - Interest Sub -Total PUBLIC WORKS Salaries Health Insurance FICA Tax Retirement Unemployment Tax Workers Comp Claims Training Programs Travel, Meals and Lodging Meals and Entertainment Engineering Fees Computer Network Support Other Professional Services Janitorial Services Contract Grounds Maintenance Contract Snow Removal Equipment Rental Professional Memberships Operating Supplies Plants /Planter Supplies Equipment Purchase and Repair Utilities - Telephone Utilities - Natural Gas Utilities - Electricity Utilities -Trash Removal Prop Mgmt - 125 Fraser Ave Prop Mgmt - Clayton Ct Parcel Prop Mgmt - Elk Crk Wetlands Prop Mgmt - Fraser River Trail Prop Mgmt - Hwy 40 Pedestrian Prop Mgmt - Koppers Park Prop Mgmt - Old SchlHouse Pk Prop Mgmt - Planning Area 28 Prop Mgmt - Walk Thru Hist Prk Prop Mgmt - School Bus Garage Prop Mgmt - Gardner Shed Prop Mgmt - Cozens Ranch Park Prop Mgmt - Amtrak Station Prop Mgmt - Ptarmigan OS Prop Mgmt - FRODO Mountain Man Park Miscellaneous Expense Fraser Mustang Street Improvements Capital Projects Capital Purchases Sub -Total aaaaaaaa mao ma aaa� maw maw 'Fol ma 0 0 0 0 0 0 0 0 0 8 8 0 §§ 8 8§ 0 §§ O O p p u u .4 4 5.5 Mm 000000000§§0§§§ 8 8 8 8 0 8 8 00 ry 8 o 0 0 0 0 0 0 0 0 0 0 0 8 8 0 0 0° 8 0 0 8 0 0 0 0 8 0000000008808888088000 O O O O 0 0 0 0 0 0 0 0 0 00 0° 8 8 °° 8 0 8 8 0 0 8 0 0 0 0 0 0 0 0 0 8 8 0§ § 8 8 0 §§ 0 0 Op p ..4.; .4 in 4 4 4 ui ui iO N 000000000„8,§0§§§,8,§ 8 8 8 0 8 8 0 0 ui §§00 0 0000000000000000000000 0 0 0 0 0 0 0 0 p N 0000000 0088088888 088008 in O �n �n ry 0 O O N 0 0 0 0 0 0 0 0 0 u, m 0 0 0 ,i m O a N 0 0, � O o0 I� X00 rNr� 000000000000 8 NO 0 0 0 0 0 0 0 ry m O O,, V O Ln 0 0 0— 00000000000000§000§000§ .y ry M 000000000000002,70000000 0� 000000000000000000§000a 0 „ O � 00000000000000 w 0 0 0 cR 0 0 N 8 §§§00000000 000 8 8 8 8 0 0 0 0 0 0 0 0„ 000 g 2 2 2 8 88 O 00000000 „ 8 8 8 8 0 0 0 0 0 0 0 O O O y O2 ON V 0 0 0 0 0 0 0 0 0 0 0 8888 §§§0000000 O O 0 0 0 0 0 0 0 X000 888 „0000000 Room aoo� 0 0 0 0 0 0 0 0 0 0 0 888 ao� 88880000000 .� O o ry m ON ry O 00 00 0 0 0 0 0 0 0 0 ,15 888800000008 000, V O � ry � 0 00 00 m O vt 0 0 0 0 0 n O O M ggA 8888°°°°°°, O O O O O O V 888 °8800000 000NMa 8 0 8 8 8 0 0 0 0 0 0 O O R V O N 0 8 O O O O O O p O O O O O O p 8 LA LA LA LA 0 - a F W W F W 2 2 s 2 DO W z W W W 0 0 0 000 z z z 2 2 2 a a a a a a E TOTALS 0 3 00000 T a z 8 8 8 8 M M 888 • O n ,r 808`° o a ry O ^ p N V ° aN 888,, • V H n m m N ° a0 0 0 0 p O O O 0 0 0 p O O O 0 0 0 p O O O O O W a 25 25 Ho ci 6 n X000 °88880^ 8 ry O O O N � v o v 0 0 0 u+ y 8 48884'n ^1222; a p N V °0888nr 5 M 0 0 V 0 0 0 00 M X88888 � M a °8 §88$40 V °°8888g ry 8 8 8 a aop M � ° °° °88rv� °• goa� aN .Oa°88ry � � W m 0 0 ti L V y� °°8888^ V y� b O I� O O O T �� N m 88 a oog 0008880�0� ° 08 V 8 O 8 O O 8 �n M ✓ O 22; O 'i °°88888 N ti o 0 o ag ry M °°L8°8np 00 O O O V m N E E E §0§000 � O g O g 0 0 0 O p 8 000 0 0 0 8 8 O g 0 0 0 p o V Og 000 0 0 0 V ti §.§000 O g O g O O O p O O 888000 p V g Og m 0 0 0 00 0 0 0 0 0 m � M � §0§000 o 0 0 0 0 000000 m8 O 00 O F. 00„00, 0000 ,m g ti m M O O 00 8 0 0 .O m N 8 ry M 0000 b O O M y ry N 000 0000 ., 2 0 0 0 8 0 0 �p ip � O N M 0 0 0 0 0 0 O O n � � n 004'4§§0; i ip � O N ° °888 °8N • g M O O 88 O O M V ps Es 002§§0 0000800 y g oa 0.„00„ d O 00„0.„ 0 8a 0 000 0 0 8 g .v ry o 00L-,8000N 0 E E 8 a 0 0 0 0 0 0 0 0 0 o p 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o p 0 0 0 0 0 0 0 0 0 o p 0 0 0 0 0 0 0 0 0 0 O o 0 0 0 0 0 0 0 o p 0 0 0 0 0 0 0 0 0 0 p Og 0 0 0 0 0 0 0 0 0 80.0000000 n o 0 0 0 0 0 0 0 0 80.0000000 p o p o a ;40.0000000 0 0 0 0 0 0 0 0 0 O O O O O O O O O O p 0 0 0 0 0 0 0 0 0 0 O O O O O O O O O O p 5 5 5 0 0 0 0 0 0 o p 0 0 0 0 0 0 0 0 0 0 0 0 p 0 0 0 0 0 o p 0 0 0 0 0 0 0 0 0 0 0 o p 0 0 0 0 0 o p 0 0 0 0 0 0 p 0 0 0 0 0 0 O O O O O O p O O O O O O p O O O O V O 0 0 0§ 0 p 0 0 O O O O O O p 000.08 O O V 0 0 0 0 o p O O 0 p 0 0 0 0 p O O 0 p O O 0 p O O 0 p O O 0 p O 0 p O O O p O O O O p O O O p O O O p O O O p O O O p O O O O p O O O p 0 0 0 0 0 0 0 p 0 0 0 0 0 0 0 p 0 0 0 0 0 0 o p 0 0 0 0 0 0 0 p 0 0 0 0 0 0 0 p 0 0 0 0 0 0 0 p 0 0 0 0 0 0 0 p 0 0 0 0 0 0 o p O O O O O O O p O O O O O O O p O O O O O O O p O O O V O 0 0 0 0 0 §§ O 0 p p a O O O O O O O p 0 0 0 0 00 0 0 p O pp O O O O O O O p 0 0 0 0 0 0 o p 0 0 0 0 0 0 0 p 0 0 0 0 0 0 0 p 0 0 0 0 0 0 0 p 0 0 0 0 0 0 0 p 0 0 0 0 0 0 0 p 0 0 0 0 0 0 0 p 0 0 0 0 0 0 o p 0 0 0 0 0 0 O p 0 0 0 0 0 0 o p O O O O O O O p O O O O O O O p O O O O O O O p 0 0 0 0 0 0 o p 0 0 0 0 0 0 o p 0 0 0 0 0 0 o p 0 8 3 T a 0 O O O O O ti N � M 0 0 0 0 0,4 800 o 8 �n 8° g rv� 8 ° 0 O ° p O N ry 8 8 0 0 p 2' ry 88°,2P2°'4 co 2M ry 000000 gm 88 °°°° 8ry O m O O 88 °88° gm ry 00 O m O g- 88 °8 °°° mirs ry m O � O ry m 8 8 ° ° m ° O O O O O O O O O O O O p O O O O O O O O O O O O p O O O O O O O O O O O O p 8°°°8882228° O O O O o O, 0 ymj ry 0 0 6 .4 ri O M O O p O O p O O p 8 °° ° 8 8 8 8° ° 8 8 8 O 4 V "� ry � O O p 00 8 0 0 0 0 0 0 1 virvi ° 8 8 N V o0 M N N 8°°°888`.12288r4 Sao^ kr. 8 0 0 0 8 8 8 8 8 8 8 m 8 N § ry M 0 ° 0 88822 M O o o c � ry O V i ti ry N M M ,0000 ° 8 m m 8 ° 8 O O p O O p O O p O O p O O p 8 0 0 0 0 0 0 0��0 O p ry ry �a ,4MO -mom ..r ry M 0008888888 8 °° °88881880 O O p O O p O O p O O p 8 °° °888 .7;� �0 000 w N 25 0 0 0 O O p V V O O �n m ^ ~ V co m88op 8888^ ^ ▪ m 28828 p 88883 288° 88 °2 CO O O ° ° N m n V vt 88888 O X888 H,°° 8° g °°°° 88888 V o0 O mog � M � 2009 2010 2010 2011 2011 2012 2012 2012 2013 2014 2015 2016 2017 2018 2019 2020 FINAL Budget Actual Budget Actual Budget Year -To -Date YEE Budget Budget Budget Budget Budget Budget Budget Budget N W � � � f m M � � O V n � ; � b N m y H b M b 677,223 b m 1,1 2,000 0 3,100 0' 0< 0. 383,444 ............383,444...1 � O 170,000 32,000 13,005 6,800 510 0 1,500 1,500 1,000 0 50,000 8,000 5,000 5,000 0' Oi 0 20,000 500 15,000 20000 7,000 18,000 10,000 3,500 1,500 1,200 3,500 35,000 6,000 6,000 2,000 0` 25,000 150,000 0 0 Oi 0< Ot 0 Oi n n V � � � g° ao N N � � H H O b 920,224 o 1N b M M LT6'£6£'T 278,635 Interest Earnings Miscellaneous Revenue Sub -Total OTHER SOURCES & TRANSFERS Debt Service Proceeds Grants and Aid from Agencies Transfer in from General Fund Carryover Balance Sub -Total New Revenues Total Revenue with Carryover Salaries Health Insurance FICA Tax Retirement Unemployment Tax Workers Comp Claims Training Programs Travel, Meals and Lodging Meals and Entertainment Administrative Reimbursement Legal Fees Engineering Fees Computers- Networks and Support Other Professional Services Treasurer's Fees Abatements Bank Charges Insurance Advertising System Repair and Maint- Prod System Repair and Maint- Dist Professional Memberships Operating Supplies- Production Operating Supplies - Distrib Equipment Purchase and Repair Testing Postage & Billing Supplies Utilities - Telephone Utilities - Electricity Prop Mgmt - Fraser WTP Prop Mgmt - Maryvale WTP Miscellaneous Expense Bad Debt Write Off Water Rights - Diversion & Dev Capital Projects Capital Purchases PIF- Capital Projects PIF- Capital Purchases Capitalized Assets - Audit Depreciation Debt Service - Principal Debt Service - Interest Debt Service - Agent Fees re re F 2 X V V V V V V V V V V V V V V V O M V V V O yy V V V V O N V V V V O V N V V V V V V V V V V V V M V V ^ g.' V V V V V V V V °§§°%; °o O g g 0 0 o 0 8 m O O O O O N ry W 88 a 22G,' 9-'§ 0§§ 8 8 0 0 00 00 000" og 0880022 a 0o a °88°'" so. p °g 00 000, 0 0 .-� O gH gg i °88 ° °' 22 Po� g ' m 8 8 0 0 O m W M vl 08800,1 0 O O O ti O Q 00°°° ., og °§§"; O OO y °§.§°° M N og a 00000, 8 p og m Mal 0§000 8 0 z z w w > w w Z o Z z z z 000 > n > 0 0 0 z z z z z z EEE 8 8 8 3 3 3 WASTEWATER FUND a 888 °L H O ry 88 °p 5'g x°88 888°2 o ry 888 °° 888°R O p o a °w 8 0 0 p a O n N O p M Q O ry 00 O N V 888 °g 8�^ O O° O vmi O O ° N 8 r O O O ip � N H 2 8888 oV0 8888 ry • O O O O rv�m 8888 ?,§§§ ry ~ M 8888 8 88 rv�m 8�8N ry N m 8 0 0 O m 88° O V N o0 m ry pt V O m O vt V vt aNi of O 0 0 0 0 0 0 N N °°° O p 0 8 O O o , 0 0 0 N N 0 0 o m m O O O m M ry N O O O M M M O p O O O � M V V O r N N !V 8 0 288 m08 n oo ry .o o g �Vi ry c.,100 O o° 0 88808 °8 8 8 8 8 8° 8 M O M ry o0 n M O n 8°ry �8 °8 �p 8 8 8 8° 8 � 8 8 0 8 8 0 8 0 0 0 8 8 0 8 8 0 8 0 0 8 0 8 0 0 0 0 0 0 0 0 0 u;ar„: o o,5 u, 8 8 8 8 8 8 8 8 8 8 88 8 8 8 8° 0° 8 °8"°°°°00080° 0 0000 ou, noO o m ter: �.�m.,ry "o a o -0000000000000000000000000000000000 „88888808888888888 8 8 8 u;or ° 00 u, 8888888888888888000808000000000800 ut O ry O O a O O o in 0, O O in O O O .5 oi 8 8 8 8 8 ° 8 8 8 8 8 8 8 8 8 0 0 8 0 8 0 0 0 0 0 0 0 0 0 8 0° .... .... . . . 0 ry -, ry mo v o 8 8§§ L§, § 8§§§§§ 8§ 8 8 ° 0§ 0$ 0 0 0 0 0 0 0 0 0 O O m ry .,a� .� 800rv..ry 88888888888888888008080000000008000 ui 0 0 0 0 0 0 0 ut O ui 0 0 ry Oo u, 8 ry ry m 8 8 8 8 8 8 ° 8 8 8 8 8 8 8 8 8 8 0 0 8 0 8 0 0 0 0 0 0 0 0 0 8 0 0° ry a o u, o u, ry ry m o 8888880808888888880800000°0000080° O ut O O vi 0 O O ui vi O ui ui 0 0 0 ry u, o ry ry ry m k.n m o o N m o 0 o m o m o 8 8 m o 0 0 0 0 0 0 0 0 0 0 0 0 8 0 0 88888888088888882008080°00000°080° 0.-,0000,-, o 0 o u, o ury , O O u, ■ 0 0 u, Loi O N 0 08 0 8 0 0 8 0 0 0 0 00 O O ry ry ry ry V N V .i V O $8$$$$88$$8$8$88 ry ou;o u,�ry 0 8 0 0 0 0 0 0 0 0 0 8 0 0 0 0 g N o^0 N 0 0 g 000000000 g 0 0 Po 888888 °88808808888088800 °0°°°° °8°° 8 8 8 8 ry 0 8 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 V V ry m m 0 M ry 8 8 8 rg 8 0 z 0 w j 0 0 0 z 0 z z z > n > 0 0 z z z • • • 3 3 3 3 3 3 0 0 0 o a 0 0 0 o a 0 0 0 0 a 0 0 0 o a 0 0 0 0 0 O o 0 y 0 $ N 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O O rv0 O O 0 0 0 ry 0 0 000g6+00 0 0 0 ut 0 0 0 0 0 0 0 0 0 0 0 0 0 0 T 0 T N N Po Po a z PETERSEN TRUST REVENUES PETERSEN TRUST EXPENDITURES PETERSEN TRUST REVENUES OVER EXPENDITURES 7.1 7.1 R, 41 .9 7.1 R, 41 .9 7.1 7.1 R, ';:,,' :,:1- 7.1 Po 7,1 R, 41 .9 , c „ :4, ,z2,- °-_,'- O o o o 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 TOWN OF FRASER COMBINED CASH INVESTMENT SEPTEMBER 30, 2012 32,783.06 6,627,822.94 6,660,606.00 ( 6,660,606.00) TOTAL UNALLOCATED CASH .00 CASH ALLOCATION RECONCILIATION 10 ALLOCATION TO GENERAL FUND 2,627,439.57 20 ALLOCATION TO CONSERVATION TRUST FUND 29,719.13 30 ALLOCATION TO CAPITAL EQUIP REPLACEMENT FUND 512,813.97 32 ALLOCATION TO CAPITAL ASSET FUND 63,041.20 40 ALLOCATION TO DEBT SERVICE FUND 640,370.59 50 ALLOCATION TO WATER FUND 640,373.95 55 ALLOCATION TO WASTEWATER FUND 2,154,329.41 70 ALLOCATION TO PETERSEN TRUST ( 7,481.82) TOTAL ALLOCATIONS TO OTHER FUNDS ALLOCATION FROM COMBINED CASH FUND - 01 -10100 6,660,606.00 ( 6,660,606.00) ZERO PROOF IF ALLOCATIONS BALANCE .00 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 1 TOWN OF FRASER BALANCE SHEET SEPTEMBER 30, 2012 GENERAL FUND ASSETS 10 -10100 CASH - COMBINED FUND 2,627,439.57 10 -11100 PROPERTY TAXES RECEIVABLE 216,520.00 10 -11550 ACCTS REC - BILLINGS 43,355.38 10 -12000 ALLOWANCE FOR DOUBTFUL ACCTS. ( 20,409.55) 10 -12500 FORFETURES DUE TOF FROM CCOERA ( 2,675.59) TOTAL ASSETS 2,864,229.81 LIABILITIES AND EQUITY LIABILITIES 10 -21000 ACCRUED WAGES 28,427.40 10 -21710 FWT /FICA PAYABLE 9,284.99 10 -21730 STATE WITHHOLDING PAYABLE 3,975.00 10 -21740 UNEMPLOYMENT TAXES PAYABLE 790.28 10 -21750 RETIREMENT PLAN PAYABLE 2,623.24 10 -21755 457 DEFERRED COMP PAYABLE 1,999.60 10 -21760 HEALTH INSURANCE PAYABLE 592.86 10 -21773 DEPENDENT CARE PAYABLE ( 2,380.55) 10 -21775 FLEX HEALTH PLAN PAYABLE 4,916.99 10 -22210 DEFERRED TAXES 216,520.35 10 -22920 SUBDIVISION IMP SECURITY DEP 18,238.20 10 -22930 DRIVEWAY PERMIT SURETY 11,218.75 10 -22940 PRE - ANNEXATION DEPOSIT - BPR 10,000.00 10 -22950 RENTAL PROPERTY DEPOSITS HELD 750.00 TOTAL LIABILITIES 306,957.11 FUND EQUITY 10 -27000 RESFUND BAL - SAVINGS 750,000.00 10 -27100 RESTRICTED FUND BALANCE 223,805.00 UNAPPROPRIATED FUND BALANCE: REVENUE OVER EXPENDITURES - YTD 1,583,467.70 BALANCE - CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY 1,583,467.70 2,557,272.70 2,864,229.81 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 2 TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 GENERAL FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT TAXES 10 -31 -100 GENERAL FUND PROPERTY TAX 2,397.98 212,107.29 216,500.00 4,392.71 98.0 10 -31 -200 SPECIFIC OWNERSHIP TAX 1,156.86 6,120.07 8,000.00 1,879.93 76.5 10 -31 -300 MOTOR VEHICLE TAX 429.00 2,775.50 4,000.00 1,224.50 69.4 10 -31 -400 TOWN SALES TAX 209,053.83 972,502.13 1,550,000.00 577,497.87 62.7 10 -31 -410 USE TAX - BUILDING MATERIALS 664.07 6,616.28 30,000.00 23,383.72 22.1 10 -31 -420 USE TAX - MOTOR VEHICLE SALES .00 31,580.87 25,000.00 ( 6,580.87) 126.3 10 -31 -430 STATE CIGARETTE TAX 400.48 2,984.44 5,000.00 2,015.56 59.7 10 -31 -800 FRANCHISE FEES 827.34 27,255.29 40,000.00 12,744.71 68.1 TOTAL TAXES LICENSES & PERMITS 10 -32 -100 BUSINESS LICENSE FEES 10 -32 -110 LIQUOR LICENSE FEES TOTAL LICENSES & PERMITS CHARGES FOR SERVICES 214,929.56 1,261,941.87 1,878,500.00 616,558.13 67.2 ( 40.00) 10,460.00 9,000.00 ( 1,460.00) 116.2 222.50 2,198.75 1,500.00 ( 698.75) 146.6 182.50 12,658.75 10,500.00 ( 2,158.75) 120.6 10 -34 -100 ANNEXATION FEES .00 50.00 1,000.00 950.00 5.0 10 -34 -110 ZONING FEES .00 700.00 1,500.00 800.00 46.7 10 -34 -120 SUBDIVISION FEES .00 2,350.00 1,500.00 ( 850.00) 156.7 10 -34 -130 MISCELLANEOUS PLANNING FEES 550.00 1,667.00 1,000.00 ( 667.00) 166.7 TOTAL CHARGES FOR SERVICES 550.00 4,767.00 5,000.00 233.00 95.3 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 OTHER SOURCES & TRANSFERS 10 -39 -999 CARRYOVER BALANCE TOTAL OTHER SOURCES & TRANSFERS TOTAL FUND REVENUE 535.18 745.00 2,746.38 8,301.85 4,727.19 6,640.00 47,877.99 40,098.10 4,000.00 ( 727.19) 118.2 9,000.00 2,360.00 73.8 55,000.00 7,122.01 87.1 35,000.00 ( 5,098.10) 114.6 12,328.41 99,343.28 103,000.00 3,656.72 96.5 .00 2,139,298.83 2,055,383.00 ( 83,915.83) 104.1 .00 2,139,298.83 2,055,383.00 ( 83,915.83) 104.1 227,990.47 3,518,009.73 4,052,383.00 534,373.27 86.8 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 3 TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 GENERAL FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT TOWN BOARD 10 -41 -110 SALARIES 3,600.00 11,960.00 26,000.00 14,040.00 46.0 10 -41 -220 FICA TAX 275.40 914.94 1,989.00 1,074.06 46.0 10 -41 -280 TRAINING PROGRAMS 847.90 1,686.69 2,000.00 313.31 84.3 10 -41 -290 TRAVEL, MEALS AND LODGING 138.05 708.26 3,000.00 2,291.74 23.6 10 -41 -295 MEALS AND ENTERTAINMENT 342.38 3,388.35 6,000.00 2,611.65 56.5 10 -41 -690 MISCELLANEOUS EXPENSE .00 585.93 2,500.00 1,914.07 23.4 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 25,000.00 16,000.00 36.0 10 -41 -862 FRASER/WINTER PARK POLICE DEPT 31,005.00 279,045.00 395,000.00 115,955.00 70.6 10 -41 -863 STREET LIGHTING AND SIGNALS 1,255.41 9,116.43 18,000.00 8,883.57 50.7 10 -41 -864 SPECIAL EVENTS .00 10,000.00 10,000.00 .00 100.0 10 -41 -866 WOOD STOVE REBATES .00 .00 1,000.00 1,000.00 .0 10 -41 -867 CHAMBER OF COMMERCE -IGA .00 72,922.83 111,615.00 38,692.17 65.3 10 -41 -868 WINTER SHUTTLE - IGA .00 50,000.00 52,000.00 2,000.00 96.2 10 -41 -870 BUSINESS DISTSTREETSCAPE 55.12 1,148.15 .00 ( 1,148.15) .0 10 -41 -871 BUSINESS ENHANCEMENT PROGRAMS .00 3,930.00 15,000.00 11,070.00 26.2 TOTAL TOWN BOARD 37,519.26 454,406.58 671,604.00 217,197.42 67.7 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 4 TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 GENERAL FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT ADMINISTRATION 10 -45 -110 SALARIES 12,713.24 159,253.39 215,250.00 55,996.61 74.0 10 -45 -210 HEALTH INSURANCE 2,374.29 29,257.93 45,340.00 16,082.07 64.5 10 -45 -220 FICA TAX 903.68 11,374.36 16,467.00 5,092.64 69.1 10 -45 -230 RETIREMENT 499.90 6,251.65 8,610.00 2,358.35 72.6 10 -45 -250 UNEMPLOYMENT TAX 38.12 477.80 646.00 168.20 74.0 10 -45 -280 TRAINING PROGRAMS 95.00 1,181.00 4,000.00 2,819.00 29.5 10 -45 -290 TRAVEL, MEALS AND LODGING 574.15 2,395.24 4,000.00 1,604.76 59.9 10 -45 -295 MEALS AND ENTERTAINMENT 76.81 1,221.75 3,000.00 1,778.25 40.7 10 -45 -310 LEGAL FEES .00 58,768.25 50,000.00 ( 8,768.25) 117.5 10 -45 -320 AUDIT FEES .00 14,900.00 18,720.00 3,820.00 79.6 10 -45 -330 ENGINEERING FEES .00 5,076.26 5,000.00 ( 76.26) 101.5 10 -45 -360 COMPUTERS - NETWORKS AND SUPPORT 2,019.45 17,392.39 35,000.00 17,607.61 49.7 10 -45 -370 OTHER PROFESSIONAL SERVICES 1,407.65 17,123.64 40,000.00 22,876.36 42.8 10 -45 -375 REIMBURSABLE PROF SERVICES 1,076.05 10,015.61 55,000.00 44,984.39 18.2 10 -45 -380 JANITORIAL SERVICES 620.00 5,607.59 15,000.00 9,392.41 37.4 10 -45 -385 TREASURERS FEES 47.96 4,242.15 6,495.00 2,252.85 65.3 10 -45 -395 RECORDING FEES .00 .00 1,000.00 1,000.00 .0 10 -45 -410 BANK CHARGES 36.40 464.20 800.00 335.80 58.0 10 -45 -420 ELECTIONS .00 1,093.94 2,500.00 1,406.06 43.8 10 -45 -430 INSURANCE - ALL DEPARTMENTS .00 62,967.85 56,000.00 ( 6,967.85) 112.4 10 -45 -440 ADVERTISING 324.95 1,914.06 1,500.00 ( 414.06) 127.6 10 -45 -490 PROFESSIONAL MEMBERSHIPS 429.00 5,910.31 7,000.00 1,089.69 84.4 10 -45 -500 OPERATING SUPPLIES 649.28 5,602.33 16,000.00 10,397.67 35.0 10 -45 -510 EQUIPMENT PURCHASE AND REPAIR 129.50 5,655.53 20,000.00 14,344.47 28.3 10 -45 -550 POSTAGE 197.86 1,132.24 3,000.00 1,867.76 37.7 10 -45 -560 UTILITIES - TELEPHONE 345.21 4,058.24 8,000.00 3,941.76 50.7 10 -45 -561 UTILITIES - NATURAL GAS 97.58 2,441.00 6,000.00 3,559.00 40.7 10 -45 -562 UTILITIES - ELECTRICITY 412.96 3,873.66 7,000.00 3,126.34 55.3 10 -45 -569 UTILITIES - TRASH REMOVAL 200.00 1,035.56 2,000.00 964.44 51.8 10 -45 -670 PROP MGMT - 117 EISENHOWER DR 1,025.12 7,070.96 20,000.00 12,929.04 35.4 10 -45 -671 PROP MGMT - 105 FRASER AVE .00 22.47 1,000.00 977.53 2.3 10 -45 -673 PROP MGMT - 153 FRASER AVE 123.89 6,274.93 12,000.00 5,725.07 52.3 10 -45 -674 PROP MGMT - 200 EISENHOWER DR .00 .00 2,000.00 2,000.00 .0 10 -45 -676 PROP MGMT - 400 DOC SUSIE AVE 31.24 953.31 1,000.00 46.69 95.3 10 -45 -690 MISCELLANEOUS EXPENSE 140.00 7,620.91 8,000.00 379.09 95.3 10 -45 -810 LEASE /PURCHASE - PRINCIPAL 8,843.44 17,475.40 17,476.00 .60 100.0 10 -45 -820 LEASE /PURCHASE - INTEREST 10,343.44 20,898.36 20,899.00 .64 100.0 TOTAL ADMINISTRATION 45,776.17 501,004.27 735,703.00 234,698.73 68.1 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 5 TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 GENERAL FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT PUBLIC WORKS 10 -60 -110 SALARIES 29,826.86 271,243.49 410,000.00 138,756.51 66.2 10 -60 -210 HEALTH INSURANCE 5,594.61 53,092.63 63,000.00 9,907.37 84.3 10 -60 -220 FICA TAX 2,173.72 19,557.90 31,365.00 11,807.10 62.4 10 -60 -230 RETIREMENT 800.85 8,221.27 16,400.00 8,178.73 50.1 10 -60 -250 UNEMPLOYMENT TAX 89.47 813.72 1,230.00 416.28 66.2 10 -60 -260 WORKERS COMP CLAIMS 454.75 454.75 .00 ( 454.75) .0 10 -60 -280 TRAINING PROGRAMS .85 941.57 2,000.00 1,058.43 47.1 10 -60 -290 TRAVEL, MEALS AND LODGING .00 100.97 2,000.00 1,899.03 5.1 10 -60 -295 MEALS AND ENTERTAINMENT .00 451.12 500.00 48.88 90.2 10 -60 -330 ENGINEERING FEES .00 21,629.05 20,000.00 ( 1,629.05) 108.2 10 -60 -360 COMPUTER NETWORK SUPPORT .00 634.13 .00 ( 634.13) .0 10 -60 -370 OTHER PROFESSIONAL SERVICES 542.65 15,392.61 2,500.00 ( 12,892.61) 615.7 10 -60 -480 EQUIPMENT RENTAL .00 2,195.00 5,000.00 2,805.00 43.9 10 -60 -490 PROFESSIONAL MEMBERSHIPS .00 100.00 500.00 400.00 20.0 10 -60 -500 OPERATING SUPPLIES 326.27 42,793.83 65,000.00 22,206.17 65.8 10 -60 -506 PLANTS /PLANTER SUPPLIES 1,363.20 12,702.83 10,000.00 ( 2,702.83) 127.0 10 -60 -510 EQUIPMENT PURCHASE AND REPAIR 324.61 14,779.70 40,000.00 25,220.30 37.0 10 -60 -560 UTILITIES - TELEPHONE 134.37 1,244.94 3,000.00 1,755.06 41.5 10 -60 -561 UTILITIES - NATURAL GAS 57.38 2,655.79 7,000.00 4,344.21 37.9 10 -60 -562 UTILITIES - ELECTRICITY .00 1,098.67 3,500.00 2,401.33 31.4 10 -60 -569 UTILITIES - TRASH REMOVAL 112.13 681.89 2,500.00 1,818.11 27.3 10 -60 -670 PROP MGMT - 125 FRASER AVE .00 850.45 5,000.00 4,149.55 17.0 10 -60 -673 PROP MGMT - FRASER RIVER TRAIL .00 24,576.21 35,000.00 10,423.79 70.2 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 45.00 208.81 500.00 291.19 41.8 10 -60 -679 PROP MGMT - SCHOOL BUS GARAGE 93.80 2,102.86 8,000.00 5,897.14 26.3 10 -60 -681 PROP MGMT - COZENS RANCH PARK 325.00 2,811.90 10,000.00 7,188.10 28.1 10 -60 -682 PROP MGMT - AMTRAK STATION .00 12.59 1,500.00 1,487.41 .8 10 -60 -683 PROP MGMT - PTARMIGAN OS .00 .00 1,500.00 1,500.00 .0 10 -60 -684 PROP MGMT - FRODO .00 .00 3,500.00 3,500.00 .0 10 -60 -685 MOUNTAIN MAN PARK .00 .00 1,000.00 1,000.00 .0 10 -60 -690 MISCELLANEOUS EXPENSE .00 122.22 5,000.00 4,877.78 2.4 10 -60 -725 STREET IMPROVEMENTS 9,785.17 53,036.45 150,000.00 96,963.55 35.4 TOTAL PUBLIC WORKS 52,050.69 554,507.35 911,495.00 356,987.65 60.8 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 6 TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 GENERAL FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT 120 ZEREX AVENUE 10 -65 -370 OTHER PROFESSIONAL SERVICES 540.00 615.00 1,500.00 885.00 41.0 10 -65 -380 JANITORIAL SERVICES 490.00 3,622.94 5,000.00 1,377.06 72.5 10 -65 -500 OPERATING SUPPLIES .00 .00 1,000.00 1,000.00 .0 10 -65 -510 EQUIPMENT PURCHASE AND REPAIR .00 .00 5,000.00 5,000.00 .0 10 -65 -560 UTILITIES - TELEPHONE 41.55 367.70 1,000.00 632.30 36.8 10 -65 -561 UTILITIES - NATURAL GAS 36.39 863.30 1,200.00 336.70 71.9 10 -65 -562 UTILITIES - ELECTRICITY 214.24 732.96 1,000.00 267.04 73.3 10 -65 -665 WTHP EXPENSES .00 .00 1,000.00 1,000.00 .0 10 -65 -670 PROP MGMT - 120 ZEREX .00 540.88 2,000.00 1,459.12 27.0 10 -65 -690 MISCELLANEOUS EXPENSE .00 25.00 5,000.00 4,975.00 .5 TOTAL 120 ZEREX AVENUE TRANSFERS 1,322.18 6,767.78 23,700.00 16,932.22 28.6 10 -90 -920 TRANSFER TO CERF - POLICE DEPT .00 36,190.00 45,000.00 8,810.00 80.4 10 -90 -930 TRANSFER TO CERF - PUBLICWORKS .00 50,000.00 50,000.00 .00 100.0 10 -90 -935 TRANSFER TO CAF .00 75,000.00 75,000.00 .00 100.0 10 -90 -940 TRANSFER TO DEBT SERVICE FUND .00 247,250.00 247,250.00 .00 100.0 TOTAL TRANSFERS .00 408,440.00 417,250.00 8,810.00 97.9 FISCAL AGENT 10 -95 -110 SALARIES ( 274.57) 5,994.98 .00 ( 5,994.98) .0 10 -95 -210 HEALTH INSURANCE ( 145.45) 2,797.85 .00 ( 2,797.85) .0 10 -95 -220 FICA TAX ( 19.03) 422.61 .00 ( 422.61) .0 10 -95 -230 RETIREMENT ( 6.56) 182.62 .00 ( 182.62) .0 10 -95 -250 UNEMPLOYMENT TAX ( .82) 17.99 .00 ( 17.99) .0 TOTAL FISCAL AGENT ( 446.43) 9,416.05 .00 ( 9,416.05) .0 TOTAL FUND EXPENDITURES 136,221.87 1,934,542.03 2,759,752.00 825,209.97 70.1 NET REVENUE OVER EXPENDITURES 91,768.60 1,583,467.70 1,292,631.00 ( 290,836.70) 122.5 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 7 TOWN OF FRASER BALANCE SHEET SEPTEMBER 30, 2012 CONSERVATION TRUST FUND ASSETS 20 -10100 CASH - COMBINED FUND 29,719.13 TOTAL ASSETS 29,719.13 LIABILITIES AND EQUITY FUND EQUITY UNAPPROPRIATED FUND BALANCE: REVENUE OVER EXPENDITURES -YTD 29,719.13 BALANCE - CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY 29,719.13 29,719.13 29,719.13 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 8 TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 CONSERVATION TRUST FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT REVENUE 20 -30 -100 CONS TRUST (LOTTERY) PROCEEDS 1,401.24 4,627.64 5,900.00 1,272.36 78.4 20 -30 -800 INTEREST EARNINGS 5.81 45.54 60.00 14.46 75.9 20 -30 -999 CARRYOVER BALANCE .00 25,045.95 26,723.00 1,677.05 93.7 TOTAL REVENUE 1,407.05 29,719.13 32,683.00 2,963.87 90.9 TOTAL FUND REVENUE 1,407.05 29,719.13 32,683.00 2,963.87 90.9 NET REVENUE OVER EXPENDITURES 1,407.05 29,719.13 32,683.00 2,963.87 90.9 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 9 TOWN OF FRASER BALANCE SHEET SEPTEMBER 30, 2012 CAPITAL EQUIP REPLACEMENT FUND ASSETS 30 -10100 CASH - COMBINED FUND 512,813.97 TOTAL ASSETS 512,813.97 LIABILITIES AND EQUITY FUND EQUITY UNAPPROPRIATED FUND BALANCE: REVENUE OVER EXPENDITURES -YTD 512,813.97 BALANCE - CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY 512,813.97 512,813.97 512,813.97 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 10 TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 CAPITAL EQUIP REPLACEMENT FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT REVENUE 30 -30 -100 HWY USE TAX PROCEEDS 4,018.76 30,289.60 42,844.00 30 -30 -800 INTEREST EARNINGS 116.15 770.17 300.00 30 -30 -900 TRANSFER FROM G/F - POLICEDEPT .00 36,190.00 45,000.00 30 -30 -910 TRANSFER FROM G/F - PUBLICWORK .00 50,000.00 50,000.00 30 -30 -920 TRANSFER FROM UTILITY FUNDS .00 20,000.00 20,000.00 30 -30 -999 CARRYOVER BALANCE .00 411,752.31 408,619.00 TOTAL REVENUE TOTAL FUND REVENUE 12,554.40 70.7 470.17) 256.7 8,810.00 80.4 .00 100.0 .00 100.0 3,133.31) 100.8 4,134.91 549,002.08 566,763.00 17,760.92 96.9 4,134.91 549,002.08 566,763.00 17,760.92 96.9 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 11 TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 CAPITAL EQUIP REPLACEMENT FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT EXPENDITURES 30 -40 -745 PUBLIC SAFETY FLEET PURCHASE 36,188.11 36,188.11 45,000.00 8,811.89 80.4 30 -40 -755 HEAVY EQUIPMENT PURCHASE .00 .00 200,000.00 200,000.00 .0 TOTAL EXPENDITURES 36,188.11 36,188.11 245,000.00 208,811.89 14.8 TOTAL FUND EXPENDITURES 36,188.11 36,188.11 245,000.00 208,811.89 14.8 NET REVENUE OVER EXPENDITURES ( 32,053.20) 512,813.97 321,763.00 ( 191,050.97) 159.4 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 12 TOWN OF FRASER BALANCE SHEET SEPTEMBER 30, 2012 CAPITAL ASSET FUND ASSETS 32 -10100 CASH - COMBINED FUND 63,041.20 TOTAL ASSETS 63,041.20 LIABILITIES AND EQUITY FUND EQUITY UNAPPROPRIATED FUND BALANCE: REVENUE OVER EXPENDITURES -YTD 63,041.20 BALANCE - CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY 63,041.20 63,041.20 63,041.20 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 13 TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 CAPITAL ASSET FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT CAPITAL ASSET REVENUE 32 -30 -800 INTEREST EARNINGS 65.33 258.99 50.00 ( 208.99) 518.0 32 -30 -910 TRANSFER IN FROM GENERAL FUND .00 75,000.00 75,000.00 .00 100.0 32 -30 -940 TRANSFER IN FROM DSF .00 175,000.00 175,000.00 .00 100.0 32 -30 -999 CARRYOVER FUND BALANCE .00 59,299.59 61,761.00 2,461.41 96.0 TOTAL CAPITAL ASSET REVENUE 65.33 309,558.58 311,811.00 2,252.42 99.3 TOTAL FUND REVENUE 65.33 309,558.58 311,811.00 2,252.42 99.3 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 14 TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 CAPITAL ASSET EXPENDITURES 32 -40 -810 CAPITAL PROJ- STREETS EXISTING TOTAL CAPITAL ASSET EXPENDITURES TOTAL FUND EXPENDITURES NET REVENUE OVER EXPENDITURES CAPITAL ASSET FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT 246,397.38 246,517.38 250,000.00 246,397.38 246,517.38 250,000.00 3,482.62 98.6 3,482.62 98.6 246,397.38 246,517.38 250,000.00 3,482.62 98.6 ( 246,332.05) 63,041.20 61,811.00 ( 1,230.20) 102.0 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 15 TOWN OF FRASER BALANCE SHEET SEPTEMBER 30, 2012 DEBT SERVICE FUND ASSETS 40 -10100 CASH - COMBINED FUND 640,370.59 40 -11100 PROPERTY TAXES RECEIVABLE 80,000.00 TOTAL ASSETS 720,370.59 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 204,358.00 UNAPPROPRIATED FUND BALANCE: 40 -29800 FUND BALANCE - BEGINNING OF YR REVENUE OVER EXPENDITURES -YTD BALANCE - CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY 29,779.88 106,232.71 136,012.59 80,000.00 640,370.59 720,370.59 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 16 TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 DEBT SERVICE FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT REVENUE 40 -30 -100 PROPERTY TAX 884.64 78,248.94 80,000.00 1,751.06 97.8 40 -30 -200 SPECIFIC OWNERSHIP TAX 426.78 2,257.76 3,000.00 742.24 75.3 40 -30 -800 INTEREST EARNINGS 133.58 1,096.48 400.00 ( 696.48) 274.1 40 -30 -910 TRANSFER IN FROM GENERAL FUND .00 247,250.00 247,250.00 .00 100.0 TOTAL REVENUE 1,445.00 328,853.18 330,650.00 1,796.82 99.5 TOTAL FUND REVENUE 1,445.00 328,853.18 330,650.00 1,796.82 99.5 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 17 TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 DEBT SERVICE FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT EXPENDITURES 40 -40 -385 TREASURERS FEES GO BOND 17.69 1,564.97 2,000.00 435.03 78.3 40 -40 -810 BOND PRINCIPAL - 02 S &U ISSUE .00 20,000.00 20,000.00 .00 100.0 40 -40 -811 BOND PRINCIPAL - 98 GO ISSUE .00 .00 40,000.00 40,000.00 .0 40 -40 -812 BOND PRINCIPAL - 98 S &U ISSUE .00 155,000.00 155,000.00 .00 100.0 40 -40 -820 BOND INTEREST - 02 S &U ISSUE .00 4,988.00 9,476.00 4,488.00 52.6 40 -40 -821 BOND INTEREST - 98 GO ISSUE .00 6,987.50 13,976.00 6,988.50 50.0 40 -40 -822 BOND INTEREST - 98 S &U ISSUE .00 33,480.00 62,775.00 29,295.00 53.3 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 24,923.00 24,923.00 .0 TOTAL EXPENDITURES 17.69 222,620.47 330,650.00 108,029.53 67.3 TOTAL FUND EXPENDITURES 17.69 222,620.47 330,650.00 108,029.53 67.3 NET REVENUE OVER EXPENDITURES 1,427.31 106,232.71 .00 ( 106,232.71) .0 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 18 TOWN OF FRASER BALANCE SHEET SEPTEMBER 30, 2012 WATER FUND ASSETS 50 -10100 CASH - COMBINED FUND 640,373.95 50 -11500 NR CUSTOMER SERVICE CHARGES 165,330.26 50 -11550 NR - BILLINGS 351.00 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 ( 3,120,670.67) TOTAL ASSETS 12,637,644.90 LIABILITIES AND EQUITY LIABILITIES 50 -21100 ACCRUED PTO AND BENEFITS TOTAL LIABILITIES FUND EQUITY 7,820.91 50 -27000 RESFUND BAL - O & M 260,000.00 UNAPPROPRIATED FUND BALANCE: 50 -29800 RETAINED EARNINGS REVENUE OVER EXPENDITURES -YTD BALANCE - CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY 12,246,833.40 122,990.59 12,369,823.99 7,820.91 12,629,823.99 12,637,644.90 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:10PM PAGE: 19 TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 WATER FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT LICENSES & PERMITS 50 -32 -100 EXCAVATION PERMIT FEES .00 .00 200.00 200.00 .0 TOTAL LICENSES & PERMITS .00 .00 200.00 200.00 .0 CHARGES FOR SERVICES 50 -34 -100 CUSTOMER SERVICE CHARGES 158,444.75 463,700.25 605,000.00 141,299.75 76.6 50 -34 -150 PENALTIES & INTEREST 1,337.69 6,101.59 1,000.00 ( 5,101.59) 610.2 50 -34 -200 PLANT INVESTMENT FEES .00 .00 8,000.00 8,000.00 .0 50 -34 -300 WATER METER SALES .00 260.00 1,000.00 740.00 26.0 TOTAL CHARGES FOR SERVICES 159,782.44 470,061.84 615,000.00 144,938.16 76.4 MISCELLANEOUS REVENUE 50 -36 -100 INTEREST EARNINGS 50 -36 -900 MISCELLANEOUS REVENUE 140.83 401.00 972.22 1,618.00 300.00 5,000.00 TOTAL MISCELLANEOUS REVENUE 541.83 OTHER SOURCES & TRANSFERS 2,590.22 5,300.00 672.22) 324.1 3,382.00 32.4 2,709.78 48.9 50 -39 -999 CARRYOVER BALANCE .00 .00 393,020.00 393,020.00 .0 TOTAL OTHER SOURCES & TRANSFERS .00 .00 393,020.00 393,020.00 .0 TOTAL FUND REVENUE 160,324.27 472,652.06 1,013,520.00 540,867.94 46.6 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:11PM PAGE: 20 TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 WATER FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT EXPENDITURES 50 -40 -110 SALARIES 13,762.03 122,571.02 170,000.00 47,428.98 72.1 50 -40 -210 HEALTH INSURANCE 2,355.64 23,794.42 32,000.00 8,205.58 74.4 50 -40 -220 FICA TAX 982.21 8,617.01 13,005.00 4,387.99 66.3 50 -40 -230 RETIREMENT 432.82 4,354.95 6,800.00 2,445.05 64.0 50 -40 -250 UNEMPLOYMENT TAX 40.01 364.38 510.00 145.62 71.5 50 -40 -280 TRAINING PROGRAMS .00 575.96 3,500.00 2,924.04 16.5 50 -40 -290 TRAVEL, MEALS AND LODGING .00 30.00 3,500.00 3,470.00 .9 50 -40 -295 MEALS AND ENTERTAINMENT .00 68.00 2,000.00 1,932.00 3.4 50 -40 -310 LEGAL FEES .00 34,907.99 35,000.00 92.01 99.7 50 -40 -330 ENGINEERING FEES .00 1,349.00 40,000.00 38,651.00 3.4 50 -40 -360 COMPUTERS - NETWORKS AND SUPPORT 197.44 3,174.67 10,000.00 6,825.33 31.8 50 -40 -370 OTHER PROFESSIONAL SERVICES 27.37 807.38 15,000.00 14,192.62 5.4 50 -40 -430 INSURANCE .00 .00 20,000.00 20,000.00 .0 50 -40 -440 ADVERTISING 152.60 152.60 500.00 347.40 30.5 50 -40 -460 SYSTEM REPAIR AND MAINT - PROD 1,050.18 5,067.81 30,000.00 24,932.19 16.9 50 -40 -465 SYSTEM REPAIR AND MAINT - DIST 5,585.71 16,358.41 30,000.00 13,641.59 54.5 50 -40 -490 PROFESSIONAL MEMBERSHIPS 310.00 5,070.00 8,000.00 2,930.00 63.4 50 -40 -500 OPERATING SUPPLIES - PRODUCTION 322.49 7,621.98 30,000.00 22,378.02 25.4 50 -40 -505 OPERATING SUPPLIES - DISTRIB .00 1,818.61 25,000.00 23,181.39 7.3 50 -40 -510 EQUIPMENT PURCHASE AND REPAIR 495.90 937.90 5,000.00 4,062.10 18.8 50 -40 -520 TESTING 482.00 957.79 5,000.00 4,042.21 19.2 50 -40 -550 POSTAGE & BILLING SUPPLIES .00 830.06 3,500.00 2,669.94 23.7 50 -40 -560 UTILITIES - TELEPHONE 228.24 2,029.18 5,500.00 3,470.82 36.9 50 -40 -562 UTILITIES - ELECTRICITY 2,724.84 22,995.81 45,000.00 22,004.19 51.1 50 -40 -670 PROP MGMT - FRASER WTP .00 .00 6,000.00 6,000.00 .0 50 -40 -680 PROP MGMT - MARYVALE WTP .00 443.21 6,000.00 5,556.79 7.4 50 -40 -685 PROP MGMT - ST. LOUIS HEADGATE .00 7,135.45 .00 ( 7,135.45) .0 50 -40 -690 MISCELLANEOUS EXPENSE .00 .00 2,000.00 2,000.00 .0 50 -40 -715 WATER RIGHTS - DIVERSION & DEV 6,003.74 7,627.88 235,000.00 227,372.12 3.3 50 -40 -730 CAPITAL PROJECTS .00 .00 150,000.00 150,000.00 .0 50 -40 -930 TRANSFER TO CERF .00 10,000.00 10,000.00 .00 100.0 50 -40 -970 TRANSFER TO O &M RESERVES .00 60,000.00 60,000.00 .00 100.0 TOTAL EXPENDITURES 35,153.22 349,661.47 1,007,815.00 658,153.53 34.7 TOTAL FUND EXPENDITURES 35,153.22 349,661.47 1,007,815.00 658,153.53 34.7 NET REVENUE OVER EXPENDITURES 125,171.05 122,990.59 5,705.00 ( 117,285.59) 2155.8 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:11PM PAGE: 21 TOWN OF FRASER BALANCE SHEET SEPTEMBER 30, 2012 WASTEWATER FUND ASSETS 55 -10100 CASH - COMBINED FUND 2,154,329.41 55 -11500 NR CUSTOMER SERVICE CHARGES 163,721.47 55 -11550 NR- BILLINGS 7,105.50 55 -11900 MISCELLANEOUS RECEIVABLES ( .17) 55 -15950 CAP REPL RES HELD W /JFOC 839,294.00 55 -15955 O &M RESERVE HELD W /JFOC 52,364.00 55 -16100 LAND 144,320.40 55 -16200 SEWER TREATMENT PLANT 3,219,129.79 55 -16210 METER BUILDING & IMPROVEMENTS 8,056.39 55 -16220 SEWER COLLECTION SYSTEM 10,768,408.30 55 -16250 CONSOLIDATED COLLECTION SYSTEM 279,069.00 55 -16400 EQUIPMENT 35,489.17 55 -17900 ACCUMULATED DEPRECIATION ( 637,212.97) 55 -17905 ACCUM DEPR - PLANT /JFOC ( 38,370.80) 55 -17910 ACCUM DEPR - SEWER COLLECT -FSD ( 2,591,354.35) 55 -17915 ACCUM DEPR- EQUIPMENT ( 35,489.48) TOTAL ASSETS 14,368,859.66 LIABILITIES AND EQUITY LIABILITIES 55 -20210 ACCRUED NP - AUDIT 12,600.00 55 -21100 ACCRUED PTO AND BENEFITS 7,689.72 TOTAL LIABILITIES 20,289.72 FUND EQUITY UNAPPROPRIATED FUND BALANCE: 55 -29800 RETAINED EARNINGS 13,599,201.01 55 -29810 RETAINED EARNINGS - UNRESTRICT ( 53,572.01) 55 -29820 RETAINED EARNINGS - RESTRICTED 654,109.00 REVENUE OVER EXPENDITURES -YTD 148,831.94 BALANCE - CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY 14,348,569.94 14,348,569.94 14,368,859.66 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:11PM PAGE: 22 TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 WASTEWATER FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT CHARGES FOR SERVICES 55 -34 -100 CUSTOMER SERVICE CHARGES 151,749.15 454,589.55 604,000.00 149,410.45 75.3 55 -34 -150 PENALTIES & INTEREST 64.84 2,412.23 1,000.00 ( 1,412.23) 241.2 55 -34 -200 PLANT INVESTMENT FEES .00 700.00 7,500.00 6,800.00 9.3 TOTAL CHARGES FOR SERVICES 151,813.99 457,701.78 612,500.00 154,798.22 74.7 MISCELLANEOUS REVENUE 55 -36 -100 INTEREST EARNINGS 55 -36 -500 JFF MANAGEMENT FEE TOTAL MISCELLANEOUS REVENUE OTHER SOURCES & TRANSFERS 458.79 7,105.50 3,537.15 21,316.50 2,000.00 ( 1,537.15) 176.9 28,420.00 7,103.50 75.0 7,564.29 24,853.65 30,420.00 5,566.35 81.7 55 -39 -999 CARRYOVER BALANCE .00 .00 2,077,233.00 2,077,233.00 .0 TOTAL OTHER SOURCES & TRANSFERS .00 .00 2,077,233.00 2,077,233.00 .0 TOTAL FUND REVENUE 159,378.28 482,555.43 2,720,153.00 2,237,597.57 17.7 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:11PM PAGE: 23 TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 WASTEWATER FUND PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT EXPENDITURES 55 -40 -110 SALARIES 16,241.14 115,101.35 180,000.00 64,898.65 64.0 55 -40 -210 HEALTH INSURANCE 2,423.57 19,247.22 30,000.00 10,752.78 64.2 55 -40 -220 FICA TAX 1,191.45 8,364.87 13,770.00 5,405.13 60.8 55 -40 -230 RETIREMENT 525.58 4,024.06 7,200.00 3,175.94 55.9 55 -40 -250 UNEMPLOYMENT TAX 47.33 340.75 540.00 199.25 63.1 55 -40 -280 TRAINING PROGRAMS .00 .00 2,000.00 2,000.00 .0 55 -40 -290 TRAVEL, MEALS AND LODGING .00 22.32 2,000.00 1,977.68 1.1 55 -40 -295 MEALS AND ENTERTAINMENT .00 34.86 500.00 465.14 7.0 55 -40 -310 LEGAL FEES .00 .00 5,000.00 5,000.00 .0 55 -40 -330 ENGINEERING FEES .00 .00 20,000.00 20,000.00 .0 55 -40 -360 COMPUTERS - NETWORKS AND SUPPORT 197.44 1,552.86 6,000.00 4,447.14 25.9 55 -40 -370 OTHER PROFESSIONAL SERVICES 27.37 3,885.90 10,000.00 6,114.10 38.9 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 -460 SYSTEM REPAIR AND MAINT - COLLEC 753.40 31,121.45 50,000.00 18,878.55 62.2 55 -40 -490 PROFESSIONAL MEMBERSHIPS .00 5,410.00 6,000.00 590.00 90.2 55 -40 -500 OPERATING SUPPLIES - COLLECTIONS .00 234.55 5,000.00 4,765.45 4.7 55 -40 -510 EQUIPMENT PURCHASE AND REPAIR .00 .00 5,500.00 5,500.00 .0 55 -40 -520 TESTING .00 259.78 1,000.00 740.22 26.0 55 -40 -550 POSTAGE & BILLING SUPPLIES .00 623.50 2,500.00 1,876.50 24.9 55 -40 -560 UTILITIES - TELEPHONE 22.37 202.37 1,500.00 1,297.63 13.5 55 -40 -650 WW TREATMENT CHARGES /JFOC 12,565.74 82,514.65 185,310.00 102,795.35 44.5 55 -40 -660 JFF CAPREPL RESERVE .00 50,783.00 .00 ( 50,783.00) .0 55 -40 -690 MISCELLANEOUS EXPENSE .00 .00 3,000.00 3,000.00 .0 55 -40 -730 CAPITAL PROJECTS .00 .00 75,000.00 75,000.00 .0 55 -40 -930 TRANSFER TO CERF .00 10,000.00 10,000.00 .00 100.0 TOTAL EXPENDITURES 33,995.39 333,723.49 627,420.00 293,696.51 53.2 TOTAL FUND EXPENDITURES 33,995.39 333,723.49 627,420.00 293,696.51 53.2 NET REVENUE OVER EXPENDITURES 125,382.89 148,831.94 2,092,733.00 1,943,901.06 7.1 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:11PM PAGE: 24 ASSETS 70 -10100 CASH - COMBINED FUND TOTAL ASSETS LIABILITIES AND EQUITY FUND EQUITY UNAPPROPRIATED FUND BALANCE: REVENUE OVER EXPENDITURES -YTD BALANCE - CURRENT DATE TOTAL FUND EQUITY TOTAL LIABILITIES AND EQUITY TOWN OF FRASER BALANCE SHEET SEPTEMBER 30, 2012 PETERSEN TRUST ( 7,481.82) ( 7,481.82) 7,481.82) 7,481.82) 7,481.82) 7,481.82) FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:11PM PAGE: 25 REVENUE 70 -30 -800 INTEREST EARNINGS 70 -30 -999 CARRYOVER BALANCE TOTAL REVENUE TOTAL FUND REVENUE TOWN OF FRASER REVENUES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 PETERSEN TRUST PERIOD ACTUAL YTD ACTUAL BUDGET UNEARNED PCNT 1.45 20.23 10.00 ( 10.23) 202.3 .00 11,582.35 12,272.00 689.65 94.4 1.45 11,602.58 12,282.00 679.42 94.5 1.45 11,602.58 12,282.00 679.42 94.5 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:11PM PAGE: 26 TOWN OF FRASER EXPENDITURES WITH COMPARISON TO BUDGET FOR THE 9 MONTHS ENDING SEPTEMBER 30, 2012 PETERSEN TRUST PERIOD ACTUAL YTD ACTUAL BUDGET UNEXPENDED PCNT EXPENDITURES 70 -40 -670 PETERSEN TRUST EXP - TRAIL 10,490.68 19,084.40 12,282.00 ( 6,802.40) 155.4 TOTAL EXPENDITURES 10,490.68 19,084.40 12,282.00 ( 6,802.40) 155.4 TOTAL FUND EXPENDITURES 10,490.68 19,084.40 12,282.00 ( 6,802.40) 155.4 NET REVENUE OVER EXPENDITURES ( 10,489.23) ( 7,481.82) .00 7,481.82 .0 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:11PM PAGE: 27 TOWN OF FRASER BALANCE SHEET SEPTEMBER 30, 2012 GENERAL FIXED ASSETS 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 LIABILITIES AND EQUITY FUND EQUITY 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 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:11PM PAGE: 28 TOWN OF FRASER BALANCE SHEET SEPTEMBER 30, 2012 GENERAL LONG -TERM DEBT ASSETS 95 -18100 AMOUNT TO BE PROVIDED 3,131,161.31 TOTAL ASSETS 3,131,161.31 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 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 FOR ADMINISTRATION USE ONLY 75 % OF THE FISCAL YEAR HAS ELAPSED 10/10/2012 12:11PM PAGE: 29 4uNm �imllibiiup 44 a oi�ro�ir COLORADO Planner Update for October 17, 2012 Background information on the Business Enhancement Grant: The Town of Fraser participated in a Community Revitalization Partnership (CRP) Program during the summer of 2010. This program was sponsored by the Colorado Department of Local Affairs (DOLA) working in partnership with Downtown Colorado Inc. We asked the chosen consulting team to examine our business districts and help the various districts be better connected both visually and physically. One of the end results of the CRP initiative was to create a group called the Fraser Business Forum which has enabled the Town to reach out to the business community, build trust and assist with economic development and retention of the Fraser business environment. Last year, the Town Board began offering the Business Enhancement Grant program. The CRP program recommended that the Town develop programs and initiatives to improve the overall appearance of Fraser, especially along important corridors. The purpose of the Business Enhancement Grant program is to establish a fund that can be utilized by local businesses to enhance the character of their property and /or business, help improve the economic vitality of the Fraser business community and to encourage investment, pride and a sense of ownership in the community. Business Enhancement Grant — Consent Agenda: Months ago, we have received a Business Enhancement Grant application from Ron Anderson for site improvements at the Amtrak station. We are still waiting for written permission from Amtrak/UP to paint the platform structure. Perhaps the painting will be a 2013 project. We will continue to work with Amtrak /UP. In the meantime, Ron has submitted a revised grant application. The application is in the packet. Ron is requesting a contribution towards money that he has already spent on site improvements at the Amtrak Station. This structure is owned by Ron and Amtrak has a lease with him to use a portion of the building for a trail station. Ron has included his Highland Lumber receipts. The scanned attachments are difficult to read. (Page 1 totals $1349.45. Page 2 totals $345.42. Page 3 totals 37.15. Page 4 totals $2051.29.) The applicant is requesting a grant in the amount of $1000.00. See attached photos of the site improvements. The station is the first impression that visitors get when they arrive via Amtrak. The railroad provides a second principal means of accessing this community. A goal in our 2012 Comprehensive Plan states the importance of maintaining a collaborative working relationship with Union Pacific and Amtrak in an effort to improve the aesthetic appearance of the railroad right -of -way Town of Fraser PO Box 370. Fraser. CO 80442 office 970- 726 -5491 fax 970 -726 -5518 wv - .frasercolorado.corn throughout Fraser. This project is progress towards meeting this goal. In addition, these site improvements certainly enhance the character of the property which is a purpose of the Business Enhancement Grant program. Staff is recommending that the TB approve this business enhancement grant request for $1000.00. Off- Premise Sign Request: Enclosed in the packet is an off - premise sign request from the Colorado Adventure Park. The applicant is requesting a 32 SF freestanding sign (maximum allowed per sign code). See request for details on the location and design of the proposed sign. The Fraser Municipal Code Section 16 -10 -170 (c) states the following: "Off- premise signs may be permitted if the business street frontage is not on US 40. Property owner permission is required and off- premises signs must be approved by the Board of Trustees on a case -by -case basis." In recent years, the Town Board has approved an off - premise 16 SF sign for Sharky's, an off - premise 12 SF sign for the Elizabeth Kurtak Art Gallery and an off - premise 20 SF sign directing traffic to Old Town Fraser Business District. A goal in our 2012 Comprehensive Plan states the importance of economic development and diversification of the local economy. In keeping with the approved square footage mentioned above, Staff is recommending approval of an off- premise 20 SF sign for the Colorado Adventure Park. HTA Signage: Working closely with Maura McKnight and James Shockey to get the HTA wayfinding signage contract going before year -end, incorporating input from the Chamber and the branding process. The Town of Fraser may piggy -back on this for our wayfinding needs. Please contact me with questions and /or comments. ctrotter town.fraser.co.us. Thanks. Town of Fraser PO Box 370, Fraser, CO 80442 office 970 - 726 -5491 fax 970 - 726 -5518 ),-). :'. frasercol orado, corn 4 4. 2 „,,,,T.TTA1T TT.TT t , •• d ,r,...PolAAAPANattAzlyasea.....AV1,1 111111111! 111111 I 4Y • 111 11111 • 111$ 111. • 111111 - • 1 I • • 1111 ” M.. • •-•• 111110MIIKAAA! IP r •111 IMAM 111,„ tt .111 1P2)7.F.T ;•/:,•)Y,9,9999 ,........„ • . „.. 9. 9.„ . . • • .9 9_, •IV000 9. • ..":91;99"99,9 ..1?;Q99•9:99000.94.09090900,90 9• -99999,, 1'. ..„, .9;99;96999,9,999,999999.999,99W.,,. I '0 1111.4"11111 PUBLIC WORKS BRIEFING (As of 10/10/2012 for 10/17 meeting) WATER~ Staff is working on finishing up fire hydrant repairs. Water valve exercising program has been completed. There were two proposals received for the emergency power generators; cost for 2 generators and2 transfer switches: $84,272 (Onan) and $84,250 (Generac). There were NO bids received for the installation and controls work portion of the project. Since no bids were let we will need to sole source this project which may end up on within the approved budgeted amount. I have been calling around looking for electrical contractors out of the county that may be available to get this project completed. 3 of 5 local electrical contractors indicated that they did not have the time to help on this project, one never returned my call and one local contractor take on a project this small in nature, but to call them in the future if we have other projects. Working through some water well operational issues. SANITARY SEWER~ Continue working with Tim Gagnon providing maps and videos of our sewer system to assist him in See PW Supplemental Briefing- 238 Mill Ave. Sewer Service Line Ownership. Please contact me with any questions you have regarding this matter. STREETS~ Completed maintenance of shoulders throughout Rendezvous and the upper Ptarmigan area. Staff completed the revegetation of the Leonard Lane drainage swale that we enhanced last fall. and starting to run through routes. GARDENER~ Struggling with beaver management in the Linear Park installing Beaver Deceivers in dams to minimize water damage and impacts to the river trail. OTHER~ Jeff and I met with county staff last week he four county roads that are in town limits and the CR8 bridge. The discussions were very positive. More to come. PW two seasonal maintenance workers will be departing for the winter. These two positions were instrumental in allowing staff to accomplish a variety of maintenance tasks in both the water and collections side of our utility systems in addition to our regular maintenance duties. New Narrow banded 2-way radios have been ordered in addition to one digital trunk radio (DTR). Questions? anordin@town.fraser.co.us or 970-531-1844. Town of Fraser PO Box 370, Fraser, CO 80442 office 970-726-5491 fax 970-726-5518 www.frasercolorado.com FRASER/WINTER PARK POLICE DEPARTMENT Memo To: Winter Park Town Council, Fraser Board of Trustees From: Glen Trainor, Chief of Police Date: October 11, 2012 Re: September, 2012 Monthly Report In September, we responded to a total of 128calls for service, of which 62were in Winter Park, and 48in Fraser. The remaining calls were other agency assists. A list of the major incidents we responded to is outlined below: Disorderly Conduct/Harassment5 Theft4 Criminal Mischief3 Criminal Driving Violations (including DUI)2 Warrant Arrests1 th , Officer Brett Schroetlin and Argo tracked a suspect after a hit and run On September 29 accident that occurred on High Country Drive. The suspect was arrested without incident and jailed for DUI and Leaving the Scene of an Accident. Upcoming Events th On October 16, members of our department will be presenting a class on bullying to the students of Fraser Valley Elementary School. This program was initiated by Officer Ken Wright, and we anticipate it to a very effective. st , we will be hosting our annual “Safe Halloween” program at the old church in On October 31 Fraser. We will have treats and goodies for the kids, and are inviting children of all ages to stop by for a cup of hot chocolate. “COMMITTED TO EXCELLENCE”