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C-20-105 Rhombus Redacted
Applicant (Entity) Information Application Type Proposed Location Commercial Cannabis Business Permit Application C-20-105 Submitted On: Dec 04, 2020 Applicant Frank Voelz Applicant (Entity) Name: Rhombus Partners, LLC DBA: Rhombus Physical Address: 1461 N Blackstone Ave City: Fresno State: CA Zip Code: 93703 Primary Contact Same as Above? Yes Primary Contact Name: Frank Voelz Primary Contact Title: President/CEO Primary Contact Phone: Primary Contact Email:HAS ANY INDIVIDUAL IN THIS APPLICATION APPLIED FOR ANY OTHER CANNABIS PERMIT IN THE CITY OF FRESNO?: No Select one or more of the following categories. For each category, indicate whether you are applying for Adult-Use (“A”) or/and Medicinal (“M”) or both Adult Use Please make one selection for permit type. If making multiple applications, please submit a new application for each permit type and proposed location. Permit Type Retail (Storefront) Business Formation Documentation: Limited Liability Company Property Owner Name: Sinclair Properties I, LLC / Robert Sinclair Proposed Location Address: 1461 N Blackstone City: Fresno State: CA Zip Code: 93703 Property Owner Phone: Property Owner Email:Assessor's Parcel Number (APN): 451-134-16 Proposed Location Square Footage: Supporting Information Application Certification 4617 List all fictitious business names the applicant is operating under including the address where each business is located: -- Has the Applicant or any of its owners been the subject of any administrative action, including but not limited to suspension, denial, or revocation of a cannabis business license at any time during the past three (3) years? No Is the Applicant or any of its owners currently involved in an application process in any other jurisdiction? Yes If so, please list and explain: Managing-Members, Moe Essa and Moe Jawad are currently involved in the application process in the City of Woodlake for 22,000 sq. ft. of indoor cannabis cultivation, manufacturing, and distribution. The application has been submitted under Woodlake Concord Center, mailing address 2350 W Shaw Suite 140 Fresno, CA 93711. The Woodlake project is pending local approval and will be submitted to CDFA Cal Cannabis during the first half of 2021. Additionally, both Moe Essa and Moe Jawad are currently involved in the application process in the County of Santa Barbara for 30 acres of outdoor cultivation and manufacturing. The application has been submitted under Cuyama Farms, operating address 2225 Foothill New Cuyama, CA 93254. The Cuyama project is approved and pending final review for issuance of local licenses. I hereby certify, under penalty of perjury, on behalf of myself and all owners, managers and supervisors identified in this application that the statements and information furnished in this application and the attached exhibits present the data and information required for this initial evaluation to the best of my ability, and that the facts, statements, and information presented are true and correct to the best of my knowledge and belief. I understand that a misrepresentation of fact is cause for rejection of this application, denial of the permit, or revocation of a permit issued. In addition, I understand that the filing of this application grants the City of Fresno permission to reproduce submitted materials for distribution to staff, Commission, Board and City Council Members, and other Agencies to process the application. Nothing in this consent, however, shall entitle any person to make use of the intellectual property in plans, exhibits, and photographs for any purpose unrelated to the City's consideration of this application. Furthermore, by submitting this application, I understand and agree that any business resulting from an approval shall be maintained and operated in accordance with requirements of the City of Fresno Municipal Code and State law. Under penalty of perjury, I hereby declare that the information contained in within and submitted with the application is true, complete, and accurate. Iunderstand that a misrepresentation of the facts is cause for rejection of this application, denial of a permit or revocation of an issued permit. A denial or revocation on these grounds shall not be appealable (FMC 9-3319(d)). Name and Digital Signature true Title Chief Executive Officer Please note: the issuance of a permit will be determined based on the application you submit and any major changes to your business or proposal (i.e. ownership, location, etc.) after your application is submitted may result in a denial. All applications submitted are considered public documents for Public Records Act request purposes. For details about the information required as part of the application process, see the Application Procedures & Guidelines, City of Fresno Municipal Code Article 33 and any additional requirements to complete the application process. All documents can be found online via this link. For questions please contact the City Manager’s Office at 559.621.5555. Business Name: Rhombus Application #: C-20-105 CANNABIS BUSINESS PERMIT APPLICATION REVIEW - RETAIL Points Possible All or None Exceptional Good Acceptable Applicant Score Evaluation Notes (Explain each time points are deducted) SECTION 1: BUSINESS PLAN 300 Points Possible for Section 1 Resume: Resumes Provided for All Owners: Score 5 5 5 Resumes Provided in 2-page Format: Score 2 2 2 Education: (select highest academic level among ownership team, cannabis specific education separately) Cannabis specific education/training (accredited)2 2 0 Not described High School Degree Reported: Score 4 4 - Bachelor's Degree Reported: Score 6 6 6 Master's Degree or Higher Reported: Score 8 8 - Experience: (among ownership team, select one at highest level) Regulated Cannabis Retail Ownership Experience CA 13 13 13 Regulated Cannabis Retail Experience CA (management level or below): Score 10 10 - Other Retail Business Experience Reported, More than 5 years: or 8 8 - Other Retail Business Experience Reported, Less than 5 Years: Score 5 5 - 1.1 Sub-Total:30 26 Construction Cost Estimate: Construction Cost Estimate Provided: Score 8 8 6 4 8 Detailed construction breakdown Construction Contingency Factor Included: Score 6 6 0 not included All Labor, Trades, Materials, Supplies and Permits and other Cost Factors Identified: Score 6 6 4 2 4 Has all materials, missing permits Reference Data Provided for Unit Cost Factors: Score 5 5 3 1 0 Not included Operation and Maintenance Cost Estimates: Operation and Maintenance Cost Estimate Provided: Score 8 8 6 4 4 Included a quarterly breakdown in the Proforma for the first year, but no separated projections All Labor, Trades, Materials, Supplies, Utilities, and other Cost Factors Identified: Score 6 6 4 2 4 Needs additional information/breakdown Annual Cost Escalators for Operating Costs Provided: Score 6 6 4 2 2 Few costs shown as escalating, no explanation Reference Data Provided for Unit Cost Factors: Score 5 5 3 1 0 Not included 1.2 Sub-Total:50 22 Proof of Capitalization Specific to one or more Owners: Score 5 5 5 1.1 Owner qualifications. Resumes are not to exceed two (2) pages per owner. (30 points possible) 1.2 A budget for construction, operation, and maintenance, compensation of employees, equipment costs, utility cost, and other operation costs.(50 points possible) 1.3 Proof of capitalization in the form of documentation of cash or other liquid assets on hand, Letters of Credit or other equivalent assets which can be verified by the City. (50 Points Possible) Criteria Narrative: Criteria Narrative: Proof of Capitalization Specific to Business Name/Address: Score 5 5 5 Proof of Capitalization Sufficient to Cover Proforma (3 months) and Construction Costs: Score 15 15 15 Various loans and liquid capital/solid proof in excess of Certified Audited Financial Report Provided for one or more Owners: Score 5 5 0 not included Score one of the following for a maximum 20 points: Capital source is 100% liquid (cash in owners bank, no debt obligation)20 20 - Capital souce is debt obligation (letter of credit/loan from individual or institution) 10 10 - Capital consists of non-liquid assets (i.e. real property)8 8 - Capital consists of a mixture of liquid and non-liquid assets 15 15 15 1.3 Sub-Total:50 40 Three Years of Data Provided: Score 10 10 8 6 8 Needs additional info Total Gross Revenue Estimates Provided:3 3 3 Total Gross Revenue by Product Type (flower and manufactured) Identified:3 3 0 not included Total Personnel Costs Provided:5 5 4 3 3 All as one line item, no separation or explanations Total Property Rental or Purchase Costs Provided:2 2 2 Total Utilities Costs Provided:2 2 2 Total Cannabis Product Purchase Expense Provided 2 2 2 All Contract Services Identified:2 2 0 not described Annual Net Revenue Identified:3 3 3 Annual Cost Escalators Identified:4 4 3 2 2 Few costs shown as escalating, no explanation Annual Estimated Sales Tax Payments to State Provided:2 2 2 Annual Estimated Sale Tax Payments to City of Fresno Provided:5 5 5 Annual Business Tax License and Cannabis Permit Fee Provided:2 2 2 Annual Net Income Provided:5 5 5 Scoring Guidance: full points for realistic figures for all three years. Dock points for severe miscalculations, unrealistic estimates, or providing less than the request three years. 1.4 Sub-Total:50 39 Hours of Operation Provided: Score 5 5 5 Hours of Operation Provided for all 7 days of the week: Score 3 3 3 Hours of Operation Provided for Holidays: Score 2 2 0 Holidays not described Opening and Closing Procedures Provided: Score 10 10 8 6 10 Scoring Guidance: full points for describing information in detail. Dock points for leaving information out or not providing enough detail. 1.5 Sub-Total:20 18 1.6.1 Fully describe the day-to-day operations if your applying for a retail permit: i. Describe customer check-in procedures.20 20 15 10 20 II. Identify location and procedures for receiving deliveries during business hours.10 10 8 6 10 1.6 Daily operations. With as much detail as possible, the Business Plan should describe the day-to-day operations which meet industry best practices. This should include at a minimum the following criteria for each permit type in which you are applying for a permit. (100 points possible) 1.4 Pro forma for at least three years of operation. 1.5 Fully describe hours of operation and opening and closing procedures. (20 points possible) Criteria Narrative: Criteria Narrative: Criteria Narrative: iii. Identify the name of the Point-of-sale system to be used and the number of Point-of-Sale locations.10 10 10 Meadow; 6 POS locations iv. The estimated number of customers to be served per hour/day.20 20 15 10 20 v. Describe the proposed product line to be sold and estimate the percentage of sales of flower and manufactured products.20 20 15 10 20 vi. If proposed, describe delivery service procedures, number of vehicles and product security during transportation. (if no delivery service application must state this clearly for full points)20 20 15 10 15 Did not describe product limits allowed in delivery vehicle. 1.6 Sub-Total:100 95 Section 1 Total:300 240 SECTION 2: SOCIAL POLICY AND LOCAL ENTERPRISE 400 Points Possible for Section 2 Description of Commitment to pay a Living Wage provided: Score 10 10 8 6 10 Definition of Living Wage Provided: Score 5 5 4 3 5 Living Wage Defined as Greater than Minimum Wage: Score 5 5 5 2.1 Sub-Total:20 20 Wages and Salary CCB Entry-Level Hourly Wage Greater than Minimum Wage 5 5 5 CCB Entry-Level Annual Salary Greater than Median Household Income ($50,432)5 5 0 minimum Health Care Benefits CCB Offers Medical Coverage to All Employees: Score 5 5 5 CCB Offers Dental Coverage to All Employees: Score 3 3 3 CCB Offers Vision Coverage to All Employees: Score 3 3 3 CCB Offers Health Reimbursement Account for Qualified Medical Expenses: Score 1 1 1 Employee Pays $0 for Employee Medical Premium: Score 3 3 0 Premium not discussed Employee Pays $0 for Employee Dental Premium: Score 2 2 0 Premium not discussed Employee Pays $0 for Employee Vision Premium: Score 2 2 0 Premium not discussed Employee Pays less than $500 per month for Family Health Care Coverage (Medical, Dental, Vision): Score 2 2 0 Premium not discussed Leave Benefits Number of Paid Vacation/PTO Days Per Year: (10+ days = excep; 6-9 days = Good; 3-5 days Acceptable)5 5 4 3 0 unpaid vacation Number of Paid Holidays Per Year: (10 or more paid holidays = excep; 4-10 = Good; 1-3 Acceptable)5 5 4 3 3 Number of days paid time off for Sick/Medical time: (7+ days= Exceptional, 4-6 days = Good, 3 days = acceptable (8 hour day))5 5 4 3 0 sick time not discussed Retirement Offers employee retirement plan 2 2 2 Offers company match for employee retirement plan 2 2 2 Criteria Narrative: Criteria Narrative: Criteria Narrative: 2.1 Describe whether the Commercial Cannabis Business is committed to offering employees a Living Wage. (20 points possible) Scoring Guidance: https://livingwage.mit.edu/counties/06019 2.2 Briefly describe benefits provided to employees such as health care, vacation, and medical leave, to the degree they are offered as part of employment. (50 points possible) 2.2 Sub-Total:50 24 CCB Provides Tuition Reimbursement for Certificates: Score 3 3 0 Not discussed CCB Provides Tuition Reimbursement for associate degrees: Score 3 3 0 Not discussed CCB Provides Tuition Reimbursement for bachelor's degrees: Score 3 3 0 Not discussed CCB Provides Tuition Reimbursement for master's degrees: Score 3 3 0 Not discussed CCB Provides Tuition Reimbursement for Specialized Commercial Cannabis Business Operations Training: Score 3 3 3 Tuition covered at Green Flower Media CCB Offers General Training for Health and Safety, Workplace Environment, Customer Service, etc. 5 5 4 3 5 2.3 Sub-Total:20 8 General Recruitment Plan Provided: Score 10 10 8 6 10 Social Policy Recruitment Plan Provided: Score 10 10 8 6 10 Recruitment Plan Includes Demographic Data for District, City or County: Score 10 10 8 6 10 Recruitment Plan Includes List of CBOs, Non-Profits and Public-Agency Hiring Partners: Score 10 10 8 6 10 Recruitment Plan Includes Hiring Targets (percentages) by Demographic Groups: Score 10 10 8 6 8 Exceeds FMC standards but does not set additional hiring targets 2.4 Sub-Total:50 48 Owners Number of Owners:4 Number of Owners that live within the City of Fresno:2 Number of Owners that live in the County of Fresno:1 Number of Owners that Own a Business in the City of Fresno:1 51%+ ownership interest percent of the Owners live or own a business in the City: Score 80 80 80 51%+ ownership interest percent of the Owners live or own a business in the County: Score 40 40 - Less than 50 percent equity of the Owners live or own a business in the City (If no owners are local, score zero)20 20 - Managers Number of Managers (salaried, non-owners) Number of Managers that live in the City of Fresno: Number of Managers that Own a Business in the City of Fresno: 100 percent of the Managers live or own a business in the City: Score 20 20 0 Does not describe local managers. 75 to 99 percent of the Managers live or own a business in the City: Score 15 15 0 50 to 74 percent of the Managers live or own a business in the City: Score 10 10 0 Less than 50 percent of the Managers live or own a business in the City: Score 5 5 0 Criteria Narrative: Criteria Narrative: Data, non-scored. Write response in Evaluation Notes column. Data, non-scored. Write response in Evaluation Notes column. IF full points achieved for Ownership category, don't score managers. Section is total of 80 points possible. 2.3 Describe compensation to and opportunities for continuing education and employee training.(20 points possible) 2.4 Describe the Commercial Cannabis Business plan to recruit individuals who meet the criteria listed in the Social Policy Section 9-3316 (b) (1) of the Fresno Municipal Code (FMC) and the percentage of local employees it hires. (50 points possible) 2.5 Describe the extent to which the Commercial Cannabis Business will be a locally managed enterprise whose owners and /or managers reside within or own a commercial business within the City of Fresno, for at least one year prior to March 2, 2020.(80 points possible) 2.5 Sub-Total:80 80 Responsibilities Described for All Titles/Positions: Score 20 20 15 10 20 2.6 Sub-Total:20 20 Does CCB have more than five employees: 5 5 5 CCB has signed a peace agreement: Score 5 5 5 2.7 Sub-Total:10 10 Work Force Plan Provided: Score 10 10 8 6 10 Commitment to Local Hire Provided:10 10 8 6 10 Commitment to Offer Apprenticeships Provided:10 10 8 6 10 Commitment paying for continuing education provided 10 10 8 6 10 Description of commitment to paying a living wage provide. (Score same as sec. 2.1)10 10 8 6 10 2.8 Sub-Total:50 50 CCB is willing to serve as Social Equity Business Incubator: Score 100 100 80 60 100 Mentorship and Training: Score yes Equipment Donation: Score Shelf Space: Score yes Legal Assistance: Score Finance Services Assistance: Score yes Other Technical Assistance: Score technical support Scoring Guidance: full points for willingness to serve with detailed plan offering at least three aspects mentioned above or of similar benefit. Less points for willingness to serve but vague or unclear commitment. Zero points if there is no clear commitment to serve as Incubator. 2.9 Sub-Total:100 100 Section 2 Total:400 360 Criteria Narrative: Criteria Narrative: 2.9 Describe whether the business is willing to serve as a Social Equity Business Incubator by offering support to local cannabis social equity businesses in the form of mentorship, training, equipment donation, a percentage of shelf space dedicated to Fresno equity business products, legal assistance, financial services assistance, or other technical assistance support.(100 points possible) Criteria Narrative: Data to inform score on first line of this section. Write response in Evaluation Notes column. 2.8.3. Commitment to pay a living wage to its employees 2.6 Describe the number of employees, title/position and their respected responsibilities.(20 points possible) 2.7 Describe whether the CCB has five (5) or more employees and whether it has signed a labor peace agreement allowing employees to unionize without interference. (10 points possible) 2.8 Provide a workforce plan that includes at a minimum the following provisions: (50 points possible) 2.8.1. Commitment for 30% of employees to be local hires; the business must show that it has either hired or made a good faith effort to hire bona fide residents of Fresno who have not established residency after the submission of an application for employment with the applicant/permittee. 2.8.2. Commitment to offer apprenticeships and/or compensation for continuing education in the field; and Criteria Narrative: Criteria Narrative: SECTION 3: NEIGHBORHOOD COMPATIBILITY PLAN 300 Points Possible for Section 3 CCB will document complaints (time of complaint, nature of complaint, resolution of complaint): Score 10 10 8 6 6 Needs more detail CCB will established a dedicated contact person to receive complaints: Score 10 10 10 CCB will establish a dedicated phone number to receive complaints: Score 5 5 0 Info not provided CCB will establish a dedicated email address to receive complaints: Score 5 5 0 Info not provided CCB will establish a response time standard for returning complaint calls and emails: Score 5 5 5 CCB will schedule or participate in periodic community meetings to engage with residents about the CCB operation: Score 10 10 0 Info not provided Other measure unique to business (i.e. website complaint form)5 5 0 Info not provided Scoring Guidance: full points for detailed proactive plan addressing all aspects mentioned. Dock points for leaving out aspect, vagueness, or reactive plans. 3.1 Sub-Total:50 21 CCB will maintain a listserv of community residents to update and information residents of business operations. 10 10 0 Info not provided CCB will schedule or attend periodic community meetings (at least annually) to engage with residents about the CCB operation: Score 10 10 0 Info not provided CCB will prepare a community outreach and engagement plan: Score 50 50 40 30 0 Info not provided CCB will issue periodic Newsletters to community providing information about CCB operations 10 10 0 Info not provided CCB will hire residents from the community work at the CCB: Score 20 20 0 Info not provided Scoring Guidance: full points for detailed proactive plan. Dock points for leaving out aspect, vagueness, or reactive plans. 3.2 Sub-Total:100 0 CCB has identified sensitive receptors to nuisance odors in vicinity of business operations: Score 5 5 0 Info not provided CCB has prepared a nuisance odor control plan: Score 10 10 8 6 8 Needs more detail Nuisance odor control plan identifies locations where fugitive emissions may exit the premise boundary: Score 5 5 5 Nuisance odor control plan describes specific odor control measures to reduce fugitive emissions exiting the premise boundary: Score 5 5 5 CCB has established an odor reporting system: Score 5 5 5 Stated in Section 3.6 CCB will install a nuisance odor monitoring system: Score 10 10 0 Info not provided 3.3 Sub-Total:40 23 Criteria Narrative: Criteria Narrative: Criteria Narrative: 3.1 Describe how the CCB will proactively address and respond to complaints related to noise, light, odor, litter, vehicles, and pedestrian traffic.(50 points possible) 3.2 Describe how the CCB will be managed to avoid becoming a nuisance or having impacts on its neighbors and the surrounding community.(100 points possible) 3.3 Describe odor mitigation practices.(40 points possible) 3.4 Identify potential sources of odor. (10 points possible) CCB has identified the potential sources of nuisance odors for the business operation: Score 10 10 8 6 10 Scoring Guidance: full points for detailed proactive plan. Dock points for vagueness or reactive plans. 3.4 Sub-Total:10 10 Nuisance odor control plan describes specific odor control equipment: Score 10 10 8 6 10 Nuisance odor control plan describes specific odor control measures/techniques: Score 10 10 8 6 10 Odor control measures are identified for different nuisance odor sources: Score 10 10 10 3.5 Sub-Total:30 30 Nuisance odor control plan describes the operation, monitoring, and maintenance requirements for odor control measures: Score 10 10 10 Nuisance odor control plan describes the staff training required for system operations, maintenance, repair, and troubleshooting.10 10 10 3.6 Sub-Total:20 20 CCB has identified the sources of waste generated by the business operation: Score 10 10 0 Info not provided CCB has prepared a source-separation plan to segregate different sources of waste generated by business operations: Score 10 10 10 The source-separation plan identifies policy, procedures, and locations where different sources of waste are to be collected for disposal: Score 10 10 8 6 6 Needs more detail The source-separation plan describes specific measures to control the collection and disposal cannabis waste: Score 10 10 10 The name of licensed cannabis disposal company provided: Score 10 10 0 Info not provided 3.7 Sub-Total:50 26 Section 3 Total:300 130 SECTION 4: SAFETY PLAN 300 Points Possible for Section 4 Safety Plan Prepared by Consultant: Score 10 10 0 none mentioned Safey Plan Assessed by Consultant: Score (if prepared by, also give points for assessed by)10 10 0 no consultant mentioned Safety Plan Prepared for CCB Address (specific proposed location): Score 10 10 10 Safety Plan includes Site Plan of Premise: Score 10 10 10 Safety Plan includes Building Layout Plan: Score 10 10 10 Criteria Narrative: 3.7 Describe the waste management plan. (50 points possible) 4.1 The Safety Plan shall be prepared and/or assessed by a professional fire prevention and suppression consultant. (50 points possible) 3.5 Describe odor control devices and techniques employed to ensure that odors from cannabis are not detectable beyond the permitted premises. (30 points possible) 3.6 Describe all proposed staff odor training and system maintenance.(20 points possible) Criteria Narrative: Criteria Narrative: Criteria Narrative: Criteria Narrative: 4.1 Sub-Total:50 30 Written Accident/Incident Procedure Provided: Score 20 20 15 10 10 mentioned, not written Procedures Address Multiple Accident/Incident Scenarios: Score 10 10 8 6 5 mentioned only Total Number of Scenarios Described: Score 20 mentioned, not addressed Active Shooter Incident Described: Score 10 10 5 mentioned 1 time only Robbery Incident Described: Score 10 10 0 not mentioned 4.2 Sub-Total:50 20 Evacuation Plan Provided: Score 20 20 15 10 20 Adequate Number of Evacuation Routes Identified: Score 20 20 15 10 20 Evacuation Route Distance to Public Right of Way: Score 10 10 8 6 10 4.3 Sub-Total:50 50 Location of Fire Suppression System Elements Identified: Score 10 10 10 Type of Fire Suppression System Elements Identified: Score 20 20 15 10 20 Location of Fire Extinguishers Identified: Score 10 10 10 Adequate Number of Fire Extinguisher Locations Identified: Score 10 10 8 6 10 4.4 Sub-Total:50 50 Written Procedure for Fire Emergencies Provided: Score 20 20 15 10 20 Written Procedure for Medical Emergencies Provided: Score 20 20 15 10 0 none Cardiac Arrest Medical Emergency Described: Score 20 20 15 10 0 not mentioned Gunshot Wound Medical Emergency Described: Score 20 20 15 10 0 not mentioned Other Medical Emergency Conditions Described: Score 20 20 15 10 0 " 4.5 Sub-Total:100 20 Section 4 Total:300 170 SECTION 5: SECURITY PLAN 300 Points Possible for Section 5 Security Plan Prepared by Consultant: Score 10 10 10 Security Plan Assessed by Consultant(if prepared by, also give points for assessed by): Score 10 10 10 Security Plan Prepared for CCB Address (specific proposed location): Score 10 10 10 Security Plan includes Site Plan of Premise: Score 10 10 10 Security Plan includes Building Layout Plan: Score 10 10 10 4.3 Describe evacuation routes. (50 points possible) 4.2 Describe accident and incident reporting procedures. (50 points possible) Criteria Narrative: 4.5 Describe procedures and training for all fire and medical emergencies.(100 points possible) 5.1 The Security Plan shall be prepared and/or assessed by a professional security consultant.(50 points possible) Criteria Narrative: Criteria Narrative: Criteria Narrative: Criteria Narrative: 4.4 Location of fire extinguishers and other fire suppression equipment. (50 points possible) Data-write response in Evaluation Notes Column 5.1 Sub-Total:50 50 Premises (Security) Diagram Provided: Score 20 20 15 10 15 Diagram is drawn to correct scale: Score 5 5 5 Diagram provides required details for premise: Score 5 5 5 Diagram shows the location of all security cameras: Score 5 5 5 Descriptions of activities to be conducted in each area of the premise 5 5 5 Limited-Access Areas Clearly Marked: Score 5 5 0 Not clearly marked Number and Location of All Security Cameras Identified: Score 5 5 5 5.2 Sub-Total:50 40 Intrusion Alarm and Monitoring System Identified: Score 15 15 15 Name and Contact Information for Monitoring Company Provided: Score 5 5 5 Total Points of Entry into Premise Identified: Score 5 5 5 All Points of Entry to be Alarmed Identified:5 5 5 Type of Alarm Identified (motion, infrared, glass break, etc.): Score 10 10 10 Backup Power Supply Identified: Score 10 10 10 5.3 Sub-Total:50 50 Written Cash-Handling Procedure Provided: Score 30 30 20 15 30 Dual-Custody is Practiced for all cash handling: Score 10 10 10 Video Surveillance Used to Monitor All Cash Handling: Score 20 20 20 Armored Car Service Used for Bank Deposits: Score 10 10 10 All Cash Deposited weekly with Bank: Score 10 10 10 Onsite Vault Provided to Secure Cash Prior to Bank Deposit: Score 20 20 20 5.4 Sub-Total:100 100 5.2.3 Description of cannabis activity that will be conducted in each area of the premise. Commercial cannabis activities that must be identified on the diagram/site plan may include but are not limited to the following if applicable to the business operations; storage areas, batch sampling areas, loading/unloading of shipment areas, packaging and labeling, customer sales areas, training areas, employee break room areas, extractions, infusions, processing, and testing areas. 5.2.4 Limited-access areas, defined as areas in which cannabis goods are stored or held and only accessible to permittees, or its employees or contractors and areas used for video surveillance monitoring and storage devices (Pursuant to CCR Title 16, Division 42, §5000 (m) Limited-Access Area and §5042 Limited-Access Area. 5.2.5 Number and location of all video surveillance cameras. (50 points possible) 5.4 Briefly describe cash handling procedures which covers day to day transactions with customers, vendors armor carrier vehicles and transporting it to the bank.(100 points possible) 5.5 Discuss whether the CCB will utilize the services of on-site security guards. Include in the discussion: (50 points possible) 5.5.1 Number of guards. 5.5.2 Hours guards will be on-site. 5.3 Identify intrusion alarm and monitoring system including the name and contact information for the monitoring company (if the company has been selected).(50 points possible) Criteria Narrative: Criteria Narrative: Criteria Narrative: 5.5.3 Locations at which they will be positioned. 5.2 Premises (Security) Diagram. In addition to diagrams submitted for other sections of the application, applicants are expected to submit a premises diagram (or site plan) which, focuses on the proposed security measures and how they relate to the overall business. (Pursuant to CCR Title 16, Division 42, §5006. Premises Diagram). 5.2.1 The diagram shall be accurate, dimensioned and to scale (minimum scale ¼"). The scale may be smaller if the proposed location exceeds more than a 1/2-acre parcel but must not be printed on larger than an 11" x 17" sheet of paper. (Blueprints and engineering site plans are not required at this point of the application process) 5.2.2 The diagram must be drawn to scale and clearly identify property boundaries, entrances, exits, interior partitions, walls, rooms, windows, and doorways. The activity in each room and the location of all cameras must be identified in the diagram. CCB will use onsite security guards: Score 10 10 10 All onsite guards will be licensed and bonded: Score 10 10 0 No mention of being bonded All onsite security guards will be licensed to carry firearms: Score 10 10 10 Onsite security guards will be on duty before CCB opens for business: Score 10 10 0 No mention Onsite security guards will be on duty after CCB closes for business: Score 10 10 0 No mention 5.5 Sub-Total:50 20 Section 5 Total:300 260 Section 1: Business Plan Total Points:300 240 Section 2: Social Policy & Local Enterprise Total Points:400 360 Section 3: Neighborhood Compatibility Total Points:300 130 Section 4: Safety Plan Total Points:300 170 Section 5: Security Plan Total Points:300 260 Total Points Achieved:1600 1160 72.50% TOTAL SCORE Criteria Narrative: 5.5.4 Guards' roles and responsibilities. ________________ ________________ INITIALS INITIALS © 2019AIR CRE. AllRights Reserved.Last Edited: 12/3/20202:08 PM STN-27.30,Revised 11-25-2019 Page 1 of 33 STANDARDINDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE - NET 1. BasicProvisions ("Basic Provisions"). 1.1 ParƟes.This Lease ("Lease"),dated for reference purposes only October 30, 2020 ,is made by and between Sinclair Properties I, LLC and Sinclair Retail Associates LLC, as tenants in common doing business as "F&H Sinclair Properties"("Lessor")and Rhombus Partners, LLC ("Lessee"),(collecƟvely the "ParƟes,"or individually a "Party"). 1.2 Premises:That certainreal property,including all improvementstherein or tobe provided by Lessor under theterms ofthis Lease, commonlyknown as (streetaddress, city,state, zip):1461 N. Blackstone Ave., Fresno CA 93703 ("Premises"). The Premises are located inthe County of Fresno , andare generally described as (describe briefly the natureof the property and ,if applicable, the "Project," ifthe property islocated withina Project):N/A . (Seealso Paragraph2) 1.3 Term:5 years and zero months ("Original Term")commencing Upon approval from The City of Fresno and the State of California ("Commencement Date")and ending 5 years and zero months from approval from the City of Fresno and State of California ("ExpiraƟon Date"). (See alsoParagraph 3) 1.4 EarlyPossession:Ifthe Premisesare available Lesseemay have non-exclusivepossession ofthe Premises commencing Upon Lessee paying Rent other than Base Rent as defined below ("Early Possession Date").(See also Paragraphs 3.2 and 3.3) 1.5 Base Rent:per month ("Base Rent"),payable on the 1st day of each month commencing Upon approval from The City of Fresno and the State of California . (See also Paragraph 4) If thisbox ischecked, there areprovisions in thisLease forthe Base Rentto be adjusted. SeeParagraph . 1.6 BaseRent and OtherMonies Paid Upon ExecuƟon: 1.7 Agreed Use:Retail cannabis sales .(See also Paragraph 6) 1.8 InsuringParty.Lessoris the "Insuring Party" unless otherwise stated herein. (See also Paragraph 8) 1.9 RealEstate Brokers.(See alsoParagraph 15 and25) RelaƟonship, confirms and consentsto the followingagency relaƟonships inthis Lease with the followingreal estate brokers("Broker(s)") and/ortheir agents ("Agent(s)"): Lessor’s BrokerageFirm Paccom Realty Advisors-Fresno Inc.LicenseNo.02083454 Isthe broker of(check one): the Lessor;or boththe Lesseeand Lessor (dual agent). Lessor’s Agent Terri Giovacchini & Chase Lemley License No.00964226 / 02007670 is (check one):the Lessor’s Agent (salesperson or broker associate);or both the Lessee’s Agent and the Lessor’s (DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS) (a)BaseRent:N/A for the period N/A . (b)Security Deposit:("Security Deposit"). (See alsoParagraph 5) (c)AssociaƟon Fees:N/A for the period N/A . (d)Other:$3,000.00 for first month's Entitlement Period . (e)Total Due Upon ExecuƟon ofthis Lease: (a)RepresentaƟon: EachParty acknowledges receivinga Disclosure RegardingReal EstateAgency DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 2 of 33 Agent (dual agent). Lessee’s Brokerage Firm Paccom Realty Advisors-Fresno Inc.License No.02083454 Is the broker of (check one):the Lessee;or both the Lessee and Lessor (dual agent). Lessee’s Agent Terri Giovacchini &Chase Lemley License No.00964226 /02007670 is (check one):the Lessee’s Agent (salesperson or broker associate);or both the Lessee’s Agent and the Lessor’s Agent (dual agent). (b)Payment to Brokers.Upon execuƟon and delivery of this Lease by both ParƟes,Lessor shall pay to the Brokers the brokerage fee agreed to in a separate wriƩen agreement (or if there is no such agreement,the sum of ---------or 6 %of the total Base Rent)for the brokerage services rendered by the Brokers. 1.10 Guarantor.The obligaƟons of the Lessee under this Lease are to be guaranteed by Ryan Davis, Moe Essa,Moe Jawad,Frank Voelz ("Guarantor").(See also Paragraph 37) 1.11 AƩachments.AƩached hereto are the following,all of which consƟtute a part of this Lease: an Addendum consisƟng of Paragraphs 51 through 58 ; a plot plan depicƟng the Premises; a current set of the Rules and RegulaƟons; a Work LeƩer; other (specify):. 2.Premises. 2.1 Leƫng.Lessor hereby leases to Lessee,and Lessee hereby leases from Lessor,the Premises,for the term,at the rental,and upon all of the terms,covenants and condiƟons set forth in this Lease.While the approximate square footage of the Premises may have been used in the markeƟng of the Premises for purposes of comparison,the Base Rent stated herein is NOT Ɵed to square footage and is not subject to adjustment should the actual size be determined to be different.NOTE:Lessee is advised to verify the actual size prior to execuƟng this Lease. 2.2 CondiƟon.Lessee accepts the Premises in its current "as is,where is"condition.Lessor shall deliver the Premises to Lessee broom clean and free of debris on the Commencement Date or the Early Possession Date, whichever first occurs ("Start Date"),and,so long as the required service contracts described in Paragraph 7.1(b)below are obtained by Lessee and in effect within thirty days following the Start Date,warrants that the exisƟng electrical,plumbing,fire sprinkler,lighƟng,heaƟng,venƟlaƟng and air condiƟoning systems ("HVAC"), loading doors,sump pumps,if any,and all other such elements in the Premises,other than those constructed by Lessee,shall be in good operaƟng condiƟon on said date,that the structural elements of the roof,bearing walls and foundaƟon of any buildings on the Premises (the "Building")shall be free of material defects,and that the Premises do not contain hazardous levels of any mold or fungi defined as toxic under applicable state or federal law.If a non-compliance with said warranty exists as of the Start Date,or if one of such systems or elements should malfuncƟon or fail within the appropriate warranty period,Lessor shall,as Lessor's sole obligaƟon with respect to such maƩer,except as otherwise provided in this Lease,promptly aŌer receipt of wriƩen noƟce from Lessee seƫng forth with specificity the nature and extent of such non-compliance, malfuncƟon or failure,recƟfy same at Lessor's expense.The warranty periods shall be as follows:(i)6 months as to the HVAC systems,and (ii)30 days as to the remaining systems and other elements of the Building.If Lessee does not give Lessor the required noƟce within the appropriate warranty period,correcƟon of any such non-compliance,malfuncƟon or failure shall be the obligaƟon of Lessee at Lessee's sole cost and expense. Lessor also warrants,that unless otherwise specified in wriƟng,Lessor is unaware of (i)any recorded NoƟces of Default affecƟng the Premise;(ii)any delinquent amounts due under any loan secured by the Premises;and (iii)any bankruptcy proceeding affecƟng the Premises. DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 3 of 33 2.3 Compliance.Lessor warrants that to the best of its knowledge the improvements on the Premises comply with the building codes,applicable laws,covenants or restricƟons of record,regulaƟons,and ordinances ("Applicable Requirements")that were in effect at the Ɵme that each improvement,or porƟon thereof,was constructed.Said warranty does not apply to the use to which Lessee will put the Premises, modificaƟons which may be required by the Americans with DisabiliƟes Act or any similar laws as a result of Lessee's use (see Paragraph 49),or to any AlteraƟons or UƟlity InstallaƟons (as defined in Paragraph 7.3(a)) made or to be made by Lessee.NOTE:Lessee is responsible for determining whether or not the Applicable Requirements,and especially the zoning,are appropriate for Lessee's intended use,and acknowledges that past uses of the Premises may no longer be allowed.If the Premises do not comply with said warranty,Lessor shall,except as otherwise provided,promptly aŌer receipt of wriƩen noƟce from Lessee seƫng forth with specificity the nature and extent of such non-compliance,recƟfy the same at Lessor's expense.If Lessee does not give Lessor wriƩen noƟce of a non-compliance with this warranty within 6 months following the Start Date,correcƟon of that non-compliance shall be the obligaƟon of Lessee at Lessee's sole cost and expense.If the Applicable Requirements are hereaŌer changed so as to require during the term of this Lease the construcƟon of an addiƟon to or an alteraƟon of the Premises and/or Building,the remediaƟon of any Hazardous Substance,or the reinforcement or other physical modificaƟon of the Unit,Premises and/or Building ("Capital Expenditure"),Lessor and Lessee shall allocate the cost of such work as follows: (a)Subject to Paragraph 2.3(c)below,if such Capital Expenditures are required as a result of the specific and unique use of the Premises by Lessee as compared with uses by tenants in general,Lessee shall be fully responsible for the cost thereof,provided,however,that if such Capital Expenditure is required during the last 2 years of this Lease and the cost thereof exceeds 6 months'Base Rent,Lessee may instead terminate this Lease unless Lessor noƟfies Lessee,in wriƟng,within 10 days aŌer receipt of Lessee's terminaƟon noƟce that Lessor has elected to pay the difference between the actual cost thereof and an amount equal to 6 months' Base Rent.If Lessee elects terminaƟon,Lessee shall immediately cease the use of the Premises which requires such Capital Expenditure and deliver to Lessor wriƩen noƟce specifying a terminaƟon date at least 90 days thereaŌer.Such terminaƟon date shall,however,in no event be earlier than the last day that Lessee could legally uƟlize the Premises without commencing such Capital Expenditure. (b)If such Capital Expenditure is not the result of the specific and unique use of the Premises by Lessee (such as,governmentally mandated seismic modificaƟons),then Lessor shall pay for such Capital Expenditure and Lessee shall only be obligated to pay,each month during the remainder of the term of this Lease or any extension thereof,on the date that on which the Base Rent is due,an amount equal to 1/144th of the porƟon of such costs reasonably aƩributable to the Premises.Lessee shall pay Interest on the balance but may prepay its obligaƟon at any Ɵme.If,however,such Capital Expenditure is required during the last 2 years of this Lease or if Lessor reasonably determines that it is not economically feasible to pay its share thereof,Lessor shall have the opƟon to terminate this Lease upon 90 days prior wriƩen noƟce to Lessee unless Lessee noƟfies Lessor,in wriƟng,within 10 days aŌer receipt of Lessor's terminaƟon noƟce that Lessee will pay for such Capital Expenditure.If Lessor does not elect to terminate,and fails to tender its share of any such Capital Expenditure,Lessee may advance such funds and deduct same,with Interest,from Rent unƟl Lessor's share of such costs have been fully paid.If Lessee is unable to finance Lessor's share,or if the balance of the Rent due and payable for the remainder of this Lease is not sufficient to fully reimburse Lessee on an offset basis,Lessee shall have the right to terminate this Lease upon 30 days wriƩen noƟce to Lessor. (c)Notwithstanding the above,the provisions concerning Capital Expenditures are intended to apply only to non-voluntary,unexpected,and new Applicable Requirements.If the Capital Expenditures are instead triggered by Lessee as a result of an actual or proposed change in use,change in intensity of use,or modificaƟon to the Premises then,and in that event,Lessee shall either:(i)immediately cease such changed DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 4 of 33 use or intensity of use and/or take such other steps as may be necessary to eliminate the requirement for such Capital Expenditure,or (ii)complete such Capital Expenditure at its own expense.Lessee shall not,however, have any right to terminate this Lease. 2.4 Acknowledgements.Lessee acknowledges that:(a)it has been given an opportunity to inspect and measure the Premises,(b)it has been advised by Lessor and/or Brokers to saƟsfy itself with respect to the size and condiƟon of the Premises (including but not limited to the electrical,HVAC and fire sprinkler systems, security,environmental aspects,and compliance with Applicable Requirements and the Americans with DisabiliƟes Act),and their suitability for Lessee's intended use,(c)Lessee has made such invesƟgaƟon as it deems necessary with reference to such maƩers and assumes all responsibility therefor as the same relate to its occupancy of the Premises,(d)it is not relying on any representaƟon as to the size of the Premises made by Brokers or Lessor,(e)the square footage of the Premises was not material to Lessee's decision to lease the Premises and pay the Rent stated herein,and (f)neither Lessor,Lessor's agents,nor Brokers have made any oral or wriƩen representaƟons or warranƟes with respect to said maƩers other than as set forth in this Lease. In addiƟon,Lessor acknowledges that:(i)Brokers have made no representaƟons,promises or warranƟes concerning Lessee's ability to honor the Lease or suitability to occupy the Premises,and (ii)it is Lessor's sole responsibility to invesƟgate the financial capability and/or suitability of all proposed tenants. 2.5 Lessee as Prior Owner/Occupant.The warranƟes made by Lessor in Paragraph 2 shall be of no force or effect if immediately prior to the Start Date Lessee was the owner or occupant of the Premises.In such event, Lessee shall be responsible for any necessary correcƟve work. 3.Term. 3.1 Term.The Commencement Date,ExpiraƟon Date and Original Term of this Lease are as specified in Paragraph 1.3. 3.2 Early Possession.Any provision herein granƟng Lessee Early Possession of the Premises is subject to and condiƟoned upon the Premises being available for such possession prior to the Commencement Date.Any grant of Early Possession only conveys a non-exclusive right to occupy the Premises.If Lessee totally or parƟally occupies the Premises prior to the Commencement Date,the obligaƟon to pay Base Rent sha ll be abated for the period of such Early Possession.All other terms of this Lease (including but not limited to the obligaƟons to pay Real Property Taxes and insurance premiums and to maintain the Premises)shall be in effect during such period.Any such Early Possession shall not affect the ExpiraƟon Date. 3.3 Delay In Possession.Lessor agrees to use its best commercially reasonable efforts to deliver possession of the Premises to Lessee by the Commencement Date.If,despite said efforts,Lessor is unable to deliver possession by such date,Lessor shall not be subject to any liability therefor,nor shall such failure affect the validity of this Lease or change the ExpiraƟon Date.Lessee shall not,however,be obligated to pay Rent or perform its other obligaƟons unƟl Lessor delivers possession of the Premises and any period of rent abatement that Lessee would otherwise have enjoyed shall run from the date of delivery of possession and conƟnue for a period equal to what Lessee would otherwise have enjoyed under the terms hereof,but minus any days of delay caused by the acts or omissions of Lessee.If possession is not delivered within 60 days aŌer the Commencement Date,as the same may be extended under the terms of any Work LeƩer executed by ParƟes, Lessee may,at its opƟon,by noƟce in wriƟng within 10 days aŌer the end of such 60 day period,cancel this Lease,in which event the ParƟes shall be discharged from all obligaƟons hereunder.If such wriƩen noƟce is not received by Lessor within said 10 day period,Lessee's right to cancel shall terminate.If possession of the Premises is not delivered within 120 days aŌer the Commencement Date,this Lease shall terminate unless other agreements are reached between Lessor and Lessee,in wriƟng. 3.4 Lessee Compliance.Lessor shall not be required to tender possession of the Premises to Lessee unƟl DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 5 of 33 Lessee complies with its obligaƟon to provide evidence of insurance (Paragraph 8.5).Pending delivery of such evidence,Lessee shall be required to perform all of its obligaƟons under this Lease from and aŌer the Start Date,including the payment of Rent,notwithstanding Lessor's elecƟon to withhold possession pending receipt of such evidence of insurance.Further,if Lessee is required to perform any other condiƟons prior to or concurrent with the Start Date,the Start Date shall occur but Lessor may elect to withhold possession unƟl such condiƟons are saƟsfied. 4.Rent. 4.1 Rent Defined.All monetary obligaƟons of Lessee to Lessor under the terms of this Lease (except for the Security Deposit)are deemed to be rent ("Rent"). 4.2 Payment.Lessee shall cause payment of Rent to be received by Lessor in lawful money of the United States,without offset or deducƟon (except as specifically permiƩed in this Lease),on or before the day on which it is due.All monetary amounts shall be rounded to the nearest whole dollar.In the event that any invoice prepared by Lessor is inaccurate such inaccuracy shall not consƟtute a waiver and Lessee shall be obligated to pay the amount set forth in this Lease.Rent for any period during the term hereof which is for less than one full calendar month shall be prorated based upon the actual number of days of said month. Payment of Rent shall be made to Lessor at its address stated herein or to such other persons or place as Lessor may from Ɵme to Ɵme designate in wriƟng.Acceptance of a payment which is less than the amount then due shall not be a waiver of Lessor's rights to the balance of such Rent,regardless of Lessor's endorsement of any check so staƟng.In the event that any check,draŌ,or other instrument of payment given by Lessee to Lessor is dishonored for any reason,Lessee agrees to pay to Lessor the sum of $25 in addiƟon to any Late Charge and Lessor,at its opƟon,may require all future Rent be paid by cashier's check.Payments will be applied first to accrued late charges and aƩorney's fees,second to accrued interest,then to Base Rent, Insurance and Real Property Taxes,and any remaining amount to any other outstanding charges or costs. 4.3 AssociaƟon Fees.In addiƟon to the Base Rent,Lessee shall pay to Lessor each month an amount equal to any owner's associaƟon or condominium fees levied or assessed against the Premises.Said monies shall be paid at the same Ɵme and in the same manner as the Base Rent. 5.Security Deposit.Lessee shall deposit with Lessor upon execuƟon hereof the Security Deposit as security for Lessee's faithful performance of its obligaƟons under this Lease.If Lessee fails to pay Rent,or otherwise Defaults under this Lease,Lessor may use,apply or retain all or any porƟon of said Security Deposit for the payment of any amount already due Lessor,for Rents which will be due in the future,and/or to reimburse or compensate Lessor for any liability,expense,loss or damage which Lessor may suffer or incur by reason thereof.If Lessor uses or applies all or any porƟon of the Security Deposit,Lessee shall within 10 days aŌer wriƩen request therefor deposit monies with Lessor sufficient to restore said Security Deposit to the full amount required by this Lease.If the Base Rent increases during the term of this Lease,Lessee shall,upon wriƩen request from Lessor,deposit addiƟonal monies with Lessor so that the total amount of the Security Deposit shall at all Ɵmes bear the same proporƟon to the increased Base Rent as the iniƟal Security Deposit bore to the iniƟal Base Rent.Should the Agreed Use be amended to accommodate a material change in the business of Lessee or to accommodate a sublessee or assignee,Lessor shall have the right to increase the Security Deposit to the extent necessary,in Lessor's reasonable judgment,to account for any increased wear and tear that the Premises may suffer as a result thereof.If a change in control of Lessee occurs during this Lease and following such change the financial condiƟon of Lessee is,in Lessor's reasonable judgment, significantly reduced,Lessee shall deposit such addiƟonal monies with Lessor as shall be sufficient to cause the Security Deposit to be at a commercially reasonable level based on such change in financial condiƟon.Lessor shall not be required to keep the Security Deposit separate from its general accounts.Within 90 days aŌer the DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 6 of 33 expiraƟon or terminaƟon of this Lease,Lessor shall return that porƟon of the Security Deposit not used or applied by Lessor.Lessor shall upon wriƩen request provide Lessee with an accounƟng showing how that porƟon of the Security Deposit that was not returned was applied.No part of the Security Deposit shall be considered to be held in trust,to bear interest or to be prepayment for any monies to be paid by Lessee under this Lease.THE SECURITY DEPOSIT SHALL NOT BE USED BY LESSEE IN LIEU OF PAYMENT OF THE LAST MONTH'S RENT. 6.Use. 6.1 Use.Lessee shall use and occupy the Premises only for the Agreed Use,or any other legal use which is reasonably comparable thereto,and for no other purpose.Lessee shall not use or permit the use of the Premises in a manner that is unlawful,creates damage,waste or a nuisance,or that disturbs occupants of or causes damage to neighboring premises or properƟes.Other than guide,signal and seeing eye dogs,Lessee shall not keep or allow in the Premises any pets,animals,birds,fish,or repƟles.Lessor shall not unreasonably withhold or delay its consent to any wriƩen request for a modificaƟon of the Agreed Use,so long as the same will not impair the structural integrity of the improvements on the premises or the mechanical or electrical systems therein,and/or is not significantly more burdensome to the Premises.If Lessor elects to withhold consent,Lessor shall within 7 days aŌer such request give wriƩen noƟficaƟon of same,which noƟce shall include an explanaƟon of Lessor's objecƟons to the change in the Agreed Use. 6.2 Hazardous Substances. (a)Reportable Uses Require Consent.The term "Hazardous Substance"as used in this Lease shall mean any product,substance,or waste whose presence,use,manufacture,disposal,transportaƟon,or release,either by itself or in combinaƟon with other materials expected to be on the Premises,is either:(i) potenƟally injurious to the public health,safety or welfare,the environment or the Premises,(ii)regulated or monitored by any governmental authority,or (iii)a basis for potenƟal liability of Lessor to any governmental agency or third party under any applicable statute or common law theory.Hazardous Substances shall include, but not be limited to,hydrocarbons,petroleum,gasoline,and/or crude oil or any products,by-products or fracƟons thereof.Lessee shall not engage in any acƟvity in or on the Premises which consƟtutes a Reportable Use of Hazardous Substances without the express prior wriƩen consent of Lessor and Ɵmely compliance (at Lessee's expense)with all Applicable Requirements."Reportable Use"shall mean (i)the installaƟon or use of any above or below ground storage tank,(ii)the generaƟon,possession,storage,use,transportaƟon,or disposal of a Hazardous Substance that requires a permit from,or with respect to which a report,noƟce, registraƟon or business plan is required to be filed with,any governmental authority,and/or (iii)the presence at the Premises of a Hazardous Substance with respect to which any Applicable Requirements requires that a noƟce be given to persons entering or occupying the Premises or neighboring properƟes.Notwithstanding the foregoing,Lessee may use any ordinary and customary materials reasonably required to be used in the normal course of the Agreed Use,ordinary office supplies (copier toner,liquid paper,glue,etc.)and common household cleaning materials,so long as such use is in compliance with all Applicable Requirements,is not a Reportable Use,and does not expose the Premises or neighboring property to any meaningful risk of contaminaƟon or damage or expose Lessor to any liability therefor.In addiƟon,Lessor may condiƟon its consent to any Reportable Use upon receiving such addiƟonal assurances as Lessor reasonably deems necessary to protect itself,the public,the Premises and/or the environment against damage,contaminaƟon, injury and/or liability,including,but not limited to,the installaƟon (and removal on or before Lease expiraƟon or terminaƟon)of protecƟve modificaƟons (such as concrete encasements)and/or increasing the Security Deposit. (b)Duty to Inform Lessor.If Lessee knows,or has reasonable cause to believe,that a Hazardous DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 7 of 33 Substance has come to be located in,on,under or about the Premises,other than as previously consented to by Lessor,Lessee shall immediately give wriƩen noƟce of such fact to Lessor,and provide Lessor with a copy of any report,noƟce,claim or other documentaƟon which it has concerning the presence of such Hazardous Substance. (c)Lessee RemediaƟon.Lessee shall not cause or permit any Hazardous Substance to be spilled or released in,on,under,or about the Premises (including through the plumbing or sanitary sewer system)and shall promptly,at Lessee's expense,comply with all Applicable Requirements and take all invesƟgatory and/or remedial acƟon reasonably recommended,whether or not formally ordered or required,for the cleanup of any contaminaƟon of,and for the maintenance,security and/or monitoring of the Premises or neighboring properƟes,that was caused or materially contributed to by Lessee,or pertaining to or involving any Hazardous Substance brought onto the Premises during the term of this Lease,by or for Lessee,or any third party. (d)Lessee IndemnificaƟon.Lessee shall indemnify,defend and hold Lessor,its agents,employees, lenders and ground lessor,if any,harmless from and against any and all loss of rents and/or damages, liabiliƟes,judgments,claims,expenses,penalƟes,and aƩorneys'and consultants'fees arising out of or involving any Hazardous Substance brought onto the Premises by or for Lessee,or any third party (provided, however,that Lessee shall have no liability under this Lease with respect to underground migraƟon of any Hazardous Substance under the Premises from adjacent properƟes not caused or contributed to by Lessee). Lessee's obligaƟons shall include,but not be limited to,the effects of any contaminaƟon or injury to person, property or the environment created or suffered by Lessee,and the cost of invesƟgaƟon,removal, remediaƟon,restoraƟon and/or abatement,and shall survive the expiraƟon or terminaƟon of this Lease.No terminaƟon,cancellaƟon or release agreement entered into by Lessor and Lessee shall release Lessee from its obligaƟons under this Lease with respect to Hazardous Substances,unless specifically so agreed by Lessor in wriƟng at the Ɵme of such agreement. (e)Lessor IndemnificaƟon.Except as otherwise provided in paragraph 8.7,Lessor and its successors and assigns shall indemnify,defend,reimburse and hold Lessee,its employees and lenders,harmless from and against any and all environmental damages,including the cost of remediaƟon,which result from Hazardous Substances which existed on the Premises prior to Lessee's occupancy or which are caused by the gross negligence or willful misconduct of Lessor,its agents or employees.Lessor's obligaƟons,as and when required by the Applicable Requirements,shall include,but not be limited to,the cost of invesƟgaƟon,removal, remediaƟon,restoraƟon and/or abatement,and shall survive the expiraƟon or terminaƟon of this Lease. (f)InvesƟgaƟons and RemediaƟons.Lessor shall retain the responsibility and pay for any invesƟgaƟons or remediaƟon measures required by governmental enƟƟes having jurisdicƟon with respect to the existence of Hazardous Substances on the Premises prior to Lessee's occupancy,unless such remediaƟon measure is required as a result of Lessee's use (including "AlteraƟons",as defined in paragraph 7.3(a)below)of the Premises,in which event Lessee shall be responsible for such payment.Lessee shall cooperate fully in any such acƟviƟes at the request of Lessor,including allowing Lessor and Lessor's agents to have reasonable access to the Premises at reasonable Ɵmes in order to carry out Lessor's invesƟgaƟve and remedial responsibiliƟes. (g)Lessor TerminaƟon OpƟon.If a Hazardous Substance CondiƟon (see Paragraph 9.1(e))occurs during the term of this Lease,unless Lessee is legally responsible therefor (in which case Lessee shall make the invesƟgaƟon and remediaƟon thereof required by the Applicable Requirements and this Lease shall conƟnue in full force and effect,but subject to Lessor's rights under Paragraph 6.2(d)and Paragraph 13),Lessor may,at Lessor's opƟon,either (i)invesƟgate and remediate such Hazardous Substance CondiƟon,if required,as soon as reasonably possible at Lessor's expense,in which event this Lease shall conƟnue in full force and effect,or (ii)if the esƟmated cost to remediate such condiƟon exceeds 12 Ɵmes the then monthly Base Rent or $100,000,whichever is greater,give wriƩen noƟce to Lessee,within 30 days aŌer receipt by Lessor of DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 8 of 33 knowledge of the occurrence of such Hazardous Substance CondiƟon,of Lessor's desire to terminate this Lease as of the date 60 days following the date of such noƟce.In the event Lessor elects to give a terminaƟon noƟce, Lessee may,within 10 days thereaŌer,give wriƩen noƟce to Lessor of Lessee's commitment to pay the amount by which the cost of the remediaƟon of such Hazardous Substance CondiƟon exceeds an amount equal to 12 Ɵmes the then monthly Base Rent or $100,000,whichever is greater.Lessee shall provide Lessor with said funds or saƟsfactory assurance thereof within 30 days following such commitment.In such event,this Lease shall conƟnue in full force and effect,and Lessor shall proceed to make such remediaƟon as soon as reasonably possible aŌer the required funds are available.If Lessee does not give such noƟce and provide the required funds or assurance thereof within the Ɵme provided,this Lease shall terminate as of the date specified in Lessor's noƟce of terminaƟon. 6.3 Lessee's Compliance with Applicable Requirements.Except as otherwise provided in this Lease, Lessee shall,at Lessee's sole expense,fully,diligently and in a Ɵmely manner,materially comply with all Applicable Requirements,the requirements of any applicable fire insurance underwriter or raƟng bureau,and the recommendaƟons of Lessor's engineers and/or consultants which relate in any manner to the Premises, without regard to whether said Applicable Requirements are now in effect or become effecƟve aŌer the Start Date.Lessee shall,within 10 days aŌer receipt of Lessor's wriƩen request,provide Lessor with copies of all permits and other documents,and other informaƟon evidencing Lessee's compliance with any Applicable Requirements specified by Lessor,and shall immediately upon receipt,noƟfy Lessor in wriƟng (with copies of any documents involved)of any threatened or actual claim,noƟce,citaƟon,warning,complaint or report pertaining to or involving the failure of Lessee or the Premises to comply with any Applicable Requirements. Likewise,Lessee shall immediately give wriƩen noƟce to Lessor of:(i)any water damage to the Premises and any suspected seepage,pooling,dampness or other condiƟon conducive to the producƟon of mold;or (ii)any musƟness or other odors that might indicate the presence of mold in the Premises.In addiƟon,Lessee shall provide copies of all relevant material safety data sheets (MSDS)to Lessor within 10 days of the receipt of a wriƩen request therefor.In addiƟon,Lessee shall provide Lessor with copies of its business license,cerƟficate of occupancy and/or any similar document within 10 days of the receipt of a wriƩen request therefor. 6.4 InspecƟon;Compliance.Lessor and Lessor's "Lender"(as defined in Paragraph 30)and consultants authorized by Lessor shall have the right to enter into Premises at any Ɵme,in the case of an emergency,and otherwise at reasonable Ɵmes aŌer reasonable noƟce,for the purpose of inspecƟng and/or tesƟng the condiƟon of the Premises and/or for verifying compliance by Lessee with this Lease.The cost of any such inspecƟons shall be paid by Lessor,unless a violaƟon of Applicable Requirements,or a Hazardous Substance CondiƟon (see paragraph 9.1)is found to exist or be imminent,or the inspecƟon is requested or ordered by a governmental authority.In such case,Lessee shall upon request reimburse Lessor for the cost of such inspecƟon,so long as such inspecƟon is reasonably related to the violaƟon or contaminaƟon.In addiƟon, Lessee shall provide copies of all relevant material safety data sheets (MSDS)to Lessor within 10 days of the receipt of a wriƩen request therefor.Lessee acknowledges that any failure on its part to allow such inspecƟons or tesƟng will expose Lessor to risks and potenƟally cause Lessor to incur costs not contemplated by this Lease,the extent of which will be extremely difficult to ascertain.Accordingly,should the Lessee fail to allow such inspecƟons and/or tesƟng in a Ɵmely fashion the Base Rent shall be automaƟcally increased, without any requirement for noƟce to Lessee,by an amount equal to 10%of the then exisƟng Base Rent or $100,whichever is greater for the remainder to the Lease.The ParƟes agree that such increase in Base Rent represents fair and reasonable compensaƟon for the addiƟonal risk/costs that Lessor will incur by reason of Lessee's failure to allow such inspecƟon and/or tesƟng.Such increase in Base Rent shall in no event consƟtute a waiver of Lessee's Default or Breach with respect to such failure nor prevent the exercise of any of the other rights and remedies granted hereunder. DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 9 of 33 7.Maintenance;Repairs;UƟlity InstallaƟons;Trade Fixtures and AlteraƟons. 7.1 Lessee's ObligaƟons. (a)In General.Subject to the provisions of Paragraph 2.2 (CondiƟon),2.3 (Compliance),6.3 (Lessee's Compliance with Applicable Requirements),7.2 (Lessor's ObligaƟons),9 (Damage or DestrucƟon),and 14 (CondemnaƟon),Lessee shall,at Lessee's sole expense,keep the Premises,UƟlity InstallaƟons (intended for Lessee's exclusive use,no maƩer where located),and AlteraƟons in good order,condiƟon and repair (whether or not the porƟon of the Premises requiring repairs,or the means of repairing the same,are reasonably or readily accessible to Lessee,and whether or not the need for such repairs occurs as a result of Lessee's use, any prior use,the elements or the age of such porƟon of the Premises),including,but not limited to,all equipment or faciliƟes,such as plumbing,HVAC equipment,electrical,lighƟng faciliƟes,boilers,pressure vessels,fire protecƟon system,fixtures,walls (interior and exterior),foundaƟons,ceilings,roofs,roof drainage systems,floors,windows,doors,plate glass,skylights,landscaping,driveways,parking lots,fences,retaining walls,signs,sidewalks and parkways located in,on,or adjacent to the Premises.Lessee,in keeping the Premises in good order,condiƟon and repair,shall exercise and perform good maintenance pracƟces, specifically including the procurement and maintenance of the service contracts required by Paragraph 7.1(b) below.Lessee's obligaƟons shall include restoraƟons,replacements or renewals when necessary to keep the Premises and all improvements thereon or a part thereof in good order,condiƟon and state of repair.Lessee shall,during the term of this Lease,keep the exterior appearance of the Building in a first-class condiƟon (including,e.g.graffiƟ removal)consistent with the exterior appearance of other similar faciliƟes of comparable age and size in the vicinity,including,when necessary,the exterior repainƟng of the Building. (b)Service Contracts.Lessee shall,at Lessee's sole expense,procure and maintain contracts,with copies to Lessor,in customary form and substance for,and with contractors specializing and experienced in the maintenance of the following equipment and improvements,if any,if and when installed on the Premises:(i) HVAC equipment,(ii)boiler,and pressure vessels,(iii)fire exƟnguishing systems,including fire alarm and/or smoke detecƟon,(iv)landscaping and irrigaƟon systems,(v)roof covering and drains,and (vi)clarifiers. However,Lessor reserves the right,upon noƟce to Lessee,to procure and maintain any or all of such service contracts,and Lessee shall reimburse Lessor,upon demand,for the cost thereof.Lessee responsible for cleaning the roof and roof drains on an annual basis .Lessee must slurry coat and re-stripe the parking lot every three years.Lessee must maintain the fire sprinkler system in the building and have a licensed vendor conduct required annual inspection of fire sprinkler system. (c)Failure to Perform.If Lessee fails to perform Lessee's obligaƟons under this Paragraph 7.1,Lessor may enter upon the Premises aŌer 10 days'prior wriƩen noƟce to Lessee (except in the case of an emergency, in which case no noƟce shall be required),perform such obligaƟons on Lessee's behalf,and put the Premises in good order,condiƟon and repair,and Lessee shall promptly pay to Lessor a sum equal to 115%of the cost thereof. (d)Replacement.Subject to Lessee's indemnificaƟon of Lessor as set forth in Paragraph 8.7 below,and without relieving Lessee of liability resulƟng from Lessee's failure to exercise and perform good maintenance pracƟces,if an item described in Paragraph 7.1(b)cannot be repaired other than at a cost which is in excess of 50%of the cost of replacing such item,then such item shall be replaced by Lessor,and the cost thereof shall be prorated between the ParƟes and Lessee shall only be obligated to pay,each month during the remainder of the term of this Lease or any extension thereof,on the date on which Base Rent is due,an amount equal to the product of mulƟplying the cost of such replacement by a fracƟon,the numerator of which is one,and the denominator of which is 144 (i.e.1/144th of the cost per month).Lessee shall pay Interest on the unamorƟzed balance but may prepay its obligaƟon at any Ɵme. 7.2 Lessor's ObligaƟons.Subject to the provisions of Paragraphs 2.2 (CondiƟon),2.3 (Compliance),9 DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 10 of 33 (Damage or DestrucƟon)and 14 (CondemnaƟon),it is intended by the ParƟes hereto that Lessor have no obligaƟon,in any manner whatsoever,to repair and maintain the Premises,or the equipment therein,all of which obligaƟons are intended to be that of the Lessee.It is the intenƟon of the ParƟes that the terms of this Lease govern the respecƟve obligaƟons of the ParƟes as to maintenance and repair of the Premises. 7.3 UƟlity InstallaƟons;Trade Fixtures;AlteraƟons. (a)DefiniƟons.The term "UƟlity InstallaƟons"refers to all floor and window coverings,air and/or vacuum lines,power panels,electrical distribuƟon,security and fire protecƟon systems,communicaƟon cabling,lighƟng fixtures,HVAC equipment,plumbing,and fencing in or on the Premises.The term "Trade Fixtures"shall mean Lessee's machinery and equipment that can be removed without doing material damage to the Premises.The term "AlteraƟons"shall mean any modificaƟon of the improvements,other than UƟlity InstallaƟons or Trade Fixtures,whether by addiƟon or deleƟon."Lessee Owned AlteraƟons and/or UƟlity InstallaƟons"are defined as AlteraƟons and/or UƟlity InstallaƟons made by Lessee that are not yet owned by Lessor pursuant to Paragraph 7.4(a). (b)Consent.Lessee shall not make any AlteraƟons or UƟlity InstallaƟons to the Premises without Lessor's prior wriƩen consent.Lessee may,however,make non-structural AlteraƟons or UƟlity InstallaƟons to the interior of the Premises (excluding the roof)without such consent but upon noƟce to Lessor,as long as they are not visible from the outside,do not involve puncturing,relocaƟng or removing the roof or any exisƟng walls,will not affect the electrical,plumbing,HVAC,and/or life safety systems,do not trigger the requirement for addiƟonal modificaƟons and/or improvements to the Premises resulƟng from Applicable Requirements, such as compliance with Title 24,and the cumulaƟve cost thereof during this Lease as extended does not exceed a sum equal to 3 month's Base Rent in the aggregate or a sum equal to one month's Base Rent in any one year.Notwithstanding the foregoing,Lessee shall not make or permit any roof penetraƟons and/or install anything on the roof without the prior wriƩen approval of Lessor.Lessor may,as a precondiƟon to granƟng such approval,require Lessee to uƟlize a contractor chosen and/or approved by Lessor.Any AlteraƟons or UƟlity InstallaƟons that Lessee shall desire to make and which require the consent of the Lessor shall be presented to Lessor in wriƩen form with detailed plans.Consent shall be deemed condiƟoned upon Lessee's: (i)acquiring all applicable governmental permits,(ii)furnishing Lessor with copies of both the permits and the plans and specificaƟons prior to commencement of the work,and (iii)compliance with all condiƟons of said permits and other Applicable Requirements in a prompt and expediƟous manner.Any AlteraƟons or UƟlity InstallaƟons shall be performed in a workmanlike manner with good and sufficient materials.Lessee shall promptly upon compleƟon furnish Lessor with as-built plans and specificaƟons.For work which costs an amount in excess of one month's Base Rent,Lessor may condiƟon its consent upon Lessee providing a lien and compleƟon bond in an amount equal to 150%of the esƟmated cost of such AlteraƟon or UƟlity InstallaƟon and/or upon Lessee's posƟng an addiƟonal Security Deposit with Lessor. (c)Liens;Bonds.Lessee shall pay,when due,all claims for labor or materials furnished or alleged to have been furnished to or for Lessee at or for use on the Premises,which claims are or may be secured by any mechanic's or materialmen's lien against the Premises or any interest therein.Lessee shall give Lessor not less than 10 days noƟce prior to the commencement of any work in,on or about the Premises,and Lessor shall have the right to post noƟces of non-responsibility.If Lessee shall contest the validity of any such lien,claim or demand,then Lessee shall,at its sole expense defend and protect itself,Lessor and the Premises against the same and shall pay and saƟsfy any such adverse judgment that may be rendered thereon before the enforcement thereof.If Lessor shall require,Lessee shall furnish a surety bond in an amount equal to 150%of the amount of such contested lien,claim or demand,indemnifying Lessor against liability for the same.If Lessor elects to parƟcipate in any such acƟon,Lessee shall pay Lessor's aƩorneys'fees and costs. 7.4 Ownership;Removal;Surrender;and RestoraƟon. DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 11 of 33 (a)Ownership.Subject to Lessor's right to require removal or elect ownership as hereinaŌer provided, all AlteraƟons and UƟlity InstallaƟons made by Lessee shall be the property of Lessee,but considered a part of the Premises.Lessor may,at any Ɵme,elect in wriƟng to be the owner of all or any specified part of the Lessee Owned AlteraƟons and UƟlity InstallaƟons.Unless otherwise instructed per paragraph 7.4(b)hereof,all Lessee Owned AlteraƟons and UƟlity InstallaƟons shall,at the expiraƟon or terminaƟon of this Lease,become the property of Lessor and be surrendered by Lessee with the Premises. (b)Removal.By delivery to Lessee of wriƩen noƟce from Lessor not earlier than 90 and not later than 30 days prior to the end of the term of this Lease,Lessor may require that any or all Lessee Owned AlteraƟons or UƟlity InstallaƟons be removed by the expiraƟon or terminaƟon of this Lease.Lessor may require the removal at any Ɵme of all or any part of any Lessee Owned AlteraƟons or UƟlity InstallaƟons made without the required consent. (c)Surrender;RestoraƟon.Lessee shall surrender the Premises by the ExpiraƟon Date or any earlier terminaƟon date,with all of the improvements,parts and surfaces thereof broom clean and free of debris,and in good operaƟng order,condiƟon and state of repair,ordinary wear and tear excepted."Ordinary wear and tear"shall not include any damage or deterioraƟon that would have been prevented by good maintenance pracƟce.Notwithstanding the foregoing and the provisions of Paragraph 7.1(a),if the Lessee occupies the Premises for 12 months or less,then Lessee shall surrender the Premises in the same condiƟon as delivered to Lessee on the Start Date with NO allowance for ordinary wear and tear.Lessee shall repair any damage occasioned by the installaƟon,maintenance or removal of Trade Fixtures,Lessee owned AlteraƟons and/or UƟlity InstallaƟons,furnishings,and equipment as well as the removal of any storage tank installed by or for Lessee.Lessee shall also remove from the Premises any and all Hazardous Substances brought onto the Premises by or for Lessee,or any third party (except Hazardous Substances which were deposited via underground migraƟon from areas outside of the Premises)to the level specified in Applicable Requirements. Trade Fixtures shall remain the property of Lessee and shall be removed by Lessee.Any personal property of Lessee not removed on or before the ExpiraƟon Date or any earlier terminaƟon date shall be deemed to have been abandoned by Lessee and may be disposed of or retained by Lessor as Lessor may desire.The failure by Lessee to Ɵmely vacate the Premises pursuant to this Paragraph 7.4(c)without the express wriƩen consent of Lessor shall consƟtute a holdover under the provisions of Paragraph 26 below. 8.Insurance;Indemnity. 8.1 Payment For Insurance.Lessee shall pay for all insurance required under Paragraph 8 except to the extent of the cost aƩributable to liability insurance carried by Lessor under Paragraph 8.2(b)in excess of $2,000,000 per occurrence.Premiums for policy periods commencing prior to or extending beyond the Lease term shall be prorated to correspond to the Lease term.Payment shall be made by Lessee to Lessor within 10 days following receipt of an invoice. 8.2 Liability Insurance. (a)Carried by Lessee.Lessee shall obtain and keep in force a Commercial General Liability policy of insurance protecƟng Lessee and Lessor as an addiƟonal insured against claims for bodily injury,personal injury and property damage based upon or arising out of the ownership,use,occupancy or maintenance of the Premises and all areas appurtenant thereto.Such insurance shall be on an occurrence basis providing single limit coverage in an amount not less than $1,000,000 per occurrence with an annual aggregate of not less than $2,000,000.Lessee shall add Lessor as an addiƟonal insured by means of an endorsement at least as broad as the Insurance Service OrganizaƟon's "AddiƟonal Insured-Managers or Lessors of Premises"Endorsement.The policy shall not contain any intra-insured exclusions as between insured persons or organizaƟons,but shall include coverage for liability assumed under this Lease as an "insured contract"for the performance of DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 12 of 33 Lessee's indemnity obligaƟons under this Lease.The limits of said insurance shall not,however,limit the liability of Lessee nor relieve Lessee of any obligaƟon hereunder.Lessee shall provide an endorsement on its liability policy(ies)which provides that its insurance shall be primary to and not contributory with any similar insurance carried by Lessor,whose insurance shall be considered excess insurance only. (b)Carried by Lessor.Lessor shall maintain liability insurance as described in Paragraph 8.2(a),in addiƟon to,and not in lieu of,the insurance required to be maintained by Lessee.Lessee shall not be named as an addiƟonal insured therein. 8.3 Property Insurance -Building,Improvements and Rental Value. (a)Building and Improvements.The Insuring Party shall obtain and keep in force a policy or policies in the name of Lessor,with loss payable to Lessor,any ground-lessor,and to any Lender insuring loss or damage to the Premises.The amount of such insurance shall be equal to the full insurable replacement cost of the Premises,as the same shall exist from Ɵme to Ɵme,or the amount required by any Lender,but in no event more than the commercially reasonable and available insurable value thereof.Lessee Owned AlteraƟons and UƟlity InstallaƟons,Trade Fixtures,and Lessee's personal property shall be insured by Lessee not by Lessor.If the coverage is available and commercially appropriate,such policy or policies shall insure against all risks of direct physical loss or damage,including earthquake (except the perils of flood and/or earthquake unless required by a Lender),including coverage for debris removal and the enforcement of any Applicable Requirements requiring the upgrading,demoliƟon,reconstrucƟon or replacement of any porƟon of the Premises as the result of a covered loss.Said policy or policies shall also contain an agreed valuaƟon provision in lieu of any coinsurance clause,waiver of subrogaƟon,and inflaƟon guard protecƟon causing an increase in the annual property insurance coverage amount by a factor of not less than the adjusted U.S.Department of Labor Consumer Price Index for All Urban Consumers for the city nearest to where the Premises are located.If such insurance coverage has a deducƟble clause,the deducƟble amount shall not exceed $5,000 per occurrence,and Lessee shall be liable for such deducƟble amount in the event of an Insured Loss. (b)Rental Value.The Insuring Party shall obtain and keep in force a policy or policies in the name of Lessor with loss payable to Lessor and any Lender,insuring the loss of the full Rent for one year with an extended period of indemnity for an addiƟonal 180 days ("Rental Value insurance").Said insurance shall contain an agreed valuaƟon provision in lieu of any coinsurance clause,and the amount of coverage shall be adjusted annually to reflect the projected Rent otherwise payable by Lessee,for the next 12 month period. Lessee shall be liable for any deducƟble amount in the event of such loss. (c)Adjacent Premises.If the Premises are part of a larger building,or of a group of buildings owned by Lessor which are adjacent to the Premises,the Lessee shall pay for any increase in the premiums for the property insurance of such building or buildings if said increase is caused by Lessee's acts,omissions,use or occupancy of the Premises. 8.4 Lessee's Property;Business InterrupƟon Insurance;Worker's CompensaƟon Insurance. (a)Property Damage.Lessee shall obtain and maintain insurance coverage on all of Lessee's personal property,Trade Fixtures,and Lessee Owned AlteraƟons and UƟlity InstallaƟons.Such insurance shall be full replacement cost coverage with a deducƟble of not to exceed $1,000 per occurrence.The proceeds from any such insurance shall be used by Lessee for the replacement of personal property,Trade Fixtures and Lessee Owned AlteraƟons and UƟlity InstallaƟons. (b)Business InterrupƟon.Lessee shall obtain and maintain loss of income and extra expense insurance in amounts as will reimburse Lessee for direct or indirect loss of earnings aƩributable to all perils commonly insured against by prudent lessees in the business of Lessee or aƩributable to prevenƟon of access to the Premises as a result of such perils. (c)Worker's CompensaƟon Insurance.Lessee shall obtain and maintain Worker's CompensaƟon DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 13 of 33 Insurance in such amount as may be required by Applicable Requirements.Such policy shall include a 'Waiver of SubrogaƟon'endorsement.Lessee shall provide Lessor with a copy of such endorsement along with the cerƟficate of insurance or copy of the policy required by paragraph 8.5. (d)No RepresentaƟon of Adequate Coverage.Lessor makes no representaƟon that the limits or forms of coverage of insurance specified herein are adequate to cover Lessee's property,business operaƟons or obligaƟons under this Lease. 8.5 Insurance Policies.Insurance required herein shall be by companies maintaining during the policy term a "General Policyholders RaƟng"of at least A-,VII,as set forth in the most current issue of "Best's Insurance Guide",or such other raƟng as may be required by a Lender.Lessee shall not do or permit to be done anything which invalidates the required insurance policies.Lessee shall,prior to the Start Date,deliver to Lessor cerƟfied copies of policies of such insurance or cerƟficates with copies of the required endorsements evidencing the existence and amounts of the required insurance.No such policy shall be cancelable or subject to modificaƟon except aŌer 30 days prior wriƩen noƟce to Lessor.Lessee shall,at least 10 days prior to the expiraƟon of such policies,furnish Lessor with evidence of renewals or "insurance binders"evidencing renewal thereof,or Lessor may increase his liability insurance coverage and charge the cost thereof to Lessee,which amount shall be payable by Lessee to Lessor upon demand.Such policies shall be for a term of at least one year,or the length of the remaining term of this Lease,whichever is less.If either Party shall fail to procure and maintain the insurance required to be carried by it,the other Party may,but shall not be required to, procure and maintain the same. 8.6 Waiver of SubrogaƟon.Without affecƟng any other rights or remedies,Lessee and Lessor each hereby release and relieve the other,and waive their enƟre right to recover damages against the other,for loss of or damage to its property arising out of or incident to the perils required to be insured against herein.The effect of such releases and waivers is not limited by the amount of insurance carried or required,or by any deducƟbles applicable hereto.The ParƟes agree to have their respecƟve property damage insurance carriers waive any right to subrogaƟon that such companies may have against Lessor or Lessee,as the case may be,so long as the insurance is not invalidated thereby. 8.7 Indemnity.Except for Lessor's gross negligence or willful misconduct,Lessee shall indemnify,protect, defend and hold harmless the Premises,Lessor and its agents,Lessor's master or ground lessor,partners and Lenders,from and against any and all claims,loss of rents and/or damages,liens,judgments,penalƟes, aƩorneys'and consultants'fees,expenses and/or liabiliƟes arising out of,involving,or in connecƟon with,a Breach of the Lease by Lessee and/or the use and/or occupancy of the Premises and/or Project by Lessee and/or by Lessee's employees,contractors or invitees.If any acƟon or proceeding is brought against Lessor by reason of any of the foregoing maƩers,Lessee shall upon noƟce defend the same at Lessee's expense by counsel reasonably saƟsfactory to Lessor and Lessor shall cooperate with Lessee in such defense.Lessor need not have first paid any such claim in order to be defended or indemnified. 8.8 ExempƟon of Lessor and its Agents from Liability.Notwithstanding the negligence or breach of this Lease by Lessor or its agents,neither Lessor nor its agents shall be liable under any circumstances for:(i)injury or damage to the person or goods,wares,merchandise or other property of Lessee,Lessee's employees, contractors,invitees,customers,or any other person in or about the Premises,whether such damage or injury is caused by or results from fire,steam,electricity,gas,water or rain,indoor air quality,the presence of mold or from the breakage,leakage,obstrucƟon or other defects of pipes,fire sprinklers,wires,appliances, plumbing,HVAC or lighƟng fixtures,or from any other cause,whether the said injury or damage results from condiƟons arising upon the Premises or upon other porƟons of the building of which the Premises are a part, or from other sources or places,(ii)any damages arising from any act or neglect of any other tenant of Lessor or from the failure of Lessor or its agents to enforce the provisions of any other lease in the Project,or (iii) DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 14 of 33 injury to Lessee's business or for any loss of income or profit therefrom.Instead,it is intended that Lessee's sole recourse in the event of such damages or injury be to file a claim on the insurance policy(ies)that Lessee is required to maintain pursuant to the provisions of paragraph 8. 8.9 Failure to Provide Insurance.Lessee acknowledges that any failure on its part to obtain or maintain the insurance required herein will expose Lessor to risks and potenƟally cause Lessor to incur costs not contemplated by this Lease,the extent of which will be extremely difficult to ascertain.Accordingly,for any month or porƟon thereof that Lessee does not maintain the required insurance and/or does not provide Lessor with the required binders or cerƟficates evidencing the existence of the required insurance,the Base Rent shall be automaƟcally increased,without any requirement for noƟce to Lessee,by an amount equal to 10%of the then exisƟng Base Rent or $100,whichever is greater.The parƟes agree that such increase in Base Rent represents fair and reasonable compensaƟon for the addiƟonal risk/costs that Lessor will incur by reason of Lessee's failure to maintain the required insurance.Such increase in Base Rent shall in no event consƟtute a waiver of Lessee's Default or Breach with respect to the failure to maintain such insurance,prevent the exercise of any of the other rights and remedies granted hereunder,nor relieve Lessee of its obligaƟon to maintain the insurance specified in this Lease. 9.Damage or DestrucƟon. 9.1 DefiniƟons. (a)"Premises ParƟal Damage"shall mean damage or destrucƟon to the improvements on the Premises,other than Lessee Owned AlteraƟons and UƟlity InstallaƟons,which can reasonably be repaired in 6 months or less from the date of the damage or destrucƟon.Lessor shall noƟfy Lessee in wriƟng within 30 days from the date of the damage or destrucƟon as to whether or not the damage is ParƟal or Total. (b)"Premises Total DestrucƟon"shall mean damage or destrucƟon to the Premises,other than Lessee Owned AlteraƟons and UƟlity InstallaƟons and Trade Fixtures,which cannot reasonably be repaired in 6 months or less from the date of the damage or destrucƟon.Lessor shall noƟfy Lessee in wriƟng within 30 days from the date of the damage or destrucƟon as to whether or not the damage is ParƟal or Total. (c)"Insured Loss"shall mean damage or destrucƟon to improvements on the Premises,other than Lessee Owned AlteraƟons and UƟlity InstallaƟons and Trade Fixtures,which was caused by an event required to be covered by the insurance described in Paragraph 8.3(a),irrespecƟve of any deducƟble amounts or coverage limits involved. (d)"Replacement Cost"shall mean the cost to repair or rebuild the improvements owned by Lessor at the Ɵme of the occurrence to their condiƟon exisƟng immediately prior thereto,including demoliƟon,debris removal and upgrading required by the operaƟon of Applicable Requirements,and without deducƟon for depreciaƟon. (e)"Hazardous Substance CondiƟon"shall mean the occurrence or discovery of a condiƟon involving the presence of,or a contaminaƟon by,a Hazardous Substance,in,on,or under the Premises which requires restoraƟon. 9.2 ParƟal Damage -Insured Loss.If a Premises ParƟal Damage that is an Insured Loss occurs,then Lessor shall,at Lessor's expense,repair such damage (but not Lessee's Trade Fixtures or Lessee Owned AlteraƟons and UƟlity InstallaƟons)as soon as reasonably possible and this Lease shall conƟnue in full force and effect; provided,however,that Lessee shall,at Lessor's elecƟon,make the repair of any damage or destrucƟon the total cost to repair of which is $10,000 or less,and,in such event,Lessor shall make any applicable insurance proceeds available to Lessee on a reasonable basis for that purpose.Notwithstanding the foregoing,if the required insurance was not in force or the insurance proceeds are not sufficient to effect such repair,the Insuring Party shall promptly contribute the shortage in proceeds (except as to the deducƟble which is Lessee's DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 15 of 33 responsibility)as and when required to complete said repairs.In the event,however,such shortage was due to the fact that,by reason of the unique nature of the improvements,full replacement cost insurance coverage was not commercially reasonable and available,Lessor shall have no obligaƟon to pay for the shortage in insurance proceeds or to fully restore the unique aspects of the Premises unless Lessee provides Lessor with the funds to cover same,or adequate assurance thereof,within 10 days following receipt of wriƩen noƟce of such shortage and request therefor.If Lessor receives said funds or adequate assurance thereof within said 10 day period,the party responsible for making the repairs shall complete them as soon as reasonably possible and this Lease shall remain in full force and effect.If such funds or assurance are not received,Lessor may nevertheless elect by wriƩen noƟce to Lessee within 10 days thereaŌer to:(i)make such restoraƟon and repair as is commercially reasonable with Lessor paying any shortage in proceeds,in which case this Lease shall remain in full force and effect,or (ii)have this Lease terminate 30 days thereaŌer.Lessee shall not be enƟtled to reimbursement of any funds contributed by Lessee to repair any such damage or destrucƟon.Premises ParƟal Damage due to flood or earthquake shall be subject to Paragraph 9.3,notwithstanding that there may be some insurance coverage,but the net proceeds of any such insurance shall be made available for the repairs if made by either Party. 9.3 ParƟal Damage -Uninsured Loss.If a Premises ParƟal Damage that is not an Insured Loss occurs, unless caused by a negligent or willful act of Lessee (in which event Lessee shall make the repairs at Lessee's expense),Lessor may either:(i)repair such damage as soon as reasonably possible at Lessor's expense,in which event this Lease shall conƟnue in full force and effect,or (ii)terminate this Lease by giving wriƩen noƟce to Lessee within 30 days aŌer receipt by Lessor of knowledge of the occurrence of such damage.Such terminaƟon shall be effecƟve 60 days following the date of such noƟce.In the event Lessor elects to terminate this Lease,Lessee shall have the right within 10 days aŌer receipt of the terminaƟon noƟce to give wriƩen noƟce to Lessor of Lessee's commitment to pay for the repair of such damage without reimbursement from Lessor.Lessee shall provide Lessor with said funds or saƟsfactory assurance thereof within 30 days aŌer making such commitment.In such event this Lease shall conƟnue in full force and effect,and Lessor shall proceed to make such repairs as soon as reasonably possible aŌer the required funds are available.If Lessee does not make the required commitment,this Lease shall terminate as of the date specified in the terminaƟon noƟce. 9.4 Total DestrucƟon.Notwithstanding any other provision hereof,if a Premises Total DestrucƟon occurs, this Lease shall terminate 60 days following such DestrucƟon.If the damage or destrucƟon was caused by the gross negligence or willful misconduct of Lessee,Lessor shall have the right to recover Lessor's damages from Lessee,except as provided in Paragraph 8.6. 9.5 Damage Near End of Term.If at any Ɵme during the last 6 months of this Lease there is damage for which the cost to repair exceeds one month's Base Rent,whether or not an Insured Loss,Lessor may terminate this Lease effecƟve 60 days following the date of occurrence of such damage by giving a wriƩen terminaƟon noƟce to Lessee within 30 days aŌer the date of occurrence of such damage.Notwithstanding the foregoing,if Lessee at that Ɵme has an exercisable opƟon to extend this Lease or to purchase the Premises,then Lessee may preserve this Lease by,(a)exercising such opƟon and (b)providing Lessor with any shortage in insurance proceeds (or adequate assurance thereof)needed to make the repairs on or before the earlier of (i)the date which is 10 days aŌer Lessee's receipt of Lessor's wriƩen noƟce purporƟng to terminate this Lease,or (ii)the day prior to the date upon which such opƟon expires.If Lessee duly exercises such opƟon during such period and provides Lessor with funds (or adequate assurance thereof)to cover any shortage in insurance proceeds, Lessor shall,at Lessor's commercially reasonable expense,repair such damage as soon as reasonably possible and this Lease shall conƟnue in full force and effect.If Lessee fails to exercise such opƟon and provide such funds or assurance during such period,then this Lease shall terminate on the date specified in the terminaƟon DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 16 of 33 noƟce and Lessee's opƟon shall be exƟnguished. 9.6 Abatement of Rent;Lessee's Remedies. (a)Abatement.In the event of Premises ParƟal Damage or Premises Total DestrucƟon or a Hazardous Substance CondiƟon for which Lessee is not responsible under this Lease,the Rent payable by Lessee for the period required for the repair,remediaƟon or restoraƟon of such damage shall be abated in proporƟon to the degree to which Lessee's use of the Premises is impaired,but not to exceed the proceeds received from the Rental Value insurance.All other obligaƟons of Lessee hereunder shall be performed by Lessee,and Lessor shall have no liability for any such damage,destrucƟon,remediaƟon,repair or restoraƟon except as provided herein. (b)Remedies.If Lessor is obligated to repair or restore the Premises and does not commence,in a substanƟal and meaningful way,such repair or restoraƟon within 90 days aŌer such obligaƟon shall accrue, Lessee may,at any Ɵme prior to the commencement of such repair or restoraƟon,give wriƩen noƟce to Lessor and to any Lenders of which Lessee has actual noƟce,of Lessee's elecƟon to terminate this Lease on a date not less than 60 days following the giving of such noƟce.If Lessee gives such noƟce and such repair or restoraƟon is not commenced within 30 days thereaŌer,this Lease shall terminate as of the date specified in said noƟce. If the repair or restoraƟon is commenced within such 30 days,this Lease shall conƟnue in full force and effect. "Commence"shall mean either the uncondiƟonal authorizaƟon of the preparaƟon of the required plans,or the beginning of the actual work on the Premises,whichever first occurs. 9.7 TerminaƟon;Advance Payments.Upon terminaƟon of this Lease pursuant to Paragraph 6.2(g)or Paragraph 9,an equitable adjustment shall be made concerning advance Base Rent and any other advance payments made by Lessee to Lessor.Lessor shall,in addiƟon,return to Lessee so much of Lessee's Security Deposit as has not been,or is not then required to be,used by Lessor. 10.Real Property Taxes. 10.1 DefiniƟon.As used herein,the term "Real Property Taxes"shall include any form of assessment; real estate,general,special,ordinary or extraordinary,or rental levy or tax (other than inheritance,personal income or estate taxes);improvement bond;and/or license fee imposed upon or levied against any legal or equitable interest of Lessor in the Premises or the Project,Lessor's right to other income therefrom,and/or Lessor's business of leasing,by any authority having the direct or indirect power to tax and where the funds are generated with reference to the Building address.Real Property Taxes shall also include any tax,fee,levy, assessment or charge,or any increase therein:(i)imposed by reason of events occurring during the term of this Lease,including but not limited to,a change in the ownership of the Premises,and (ii)levied or assessed on machinery or equipment provided by Lessor to Lessee pursuant to this Lease. 10.2 Payment of Taxes.In addiƟon to Base Rent,Lessee shall pay to Lessor an amount equal to the Real Property Tax installment due at least 20 days prior to the applicable delinquency date.If any such installment shall cover any period of Ɵme prior to or aŌer the expiraƟon or terminaƟon of this Lease,Lessee's share of such installment shall be prorated.In the event Lessee incurs a late charge on any Rent payment,Lessor may esƟmate the current Real Property Taxes,and require that such taxes be paid in advance to Lessor by Lessee monthly in advance with the payment of the Base Rent.Such monthly payments shall be an amount equal to the amount of the esƟmated installment of taxes divided by the number of months remaining before the month in which said installment becomes delinquent.When the actual amount of the applicable tax bill is known,the amount of such equal monthly advance payments shall be adjusted as required to provide the funds needed to pay the applicable taxes.If the amount collected by Lessor is insufficient to pay such Real Property Taxes when due,Lessee shall pay Lessor,upon demand,such addiƟonal sum as is necessary. Advance payments may be intermingled with other moneys of Lessor and shall not bear interest.In the event DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 17 of 33 of a Breach by Lessee in the performance of its obligaƟons under this Lease,then any such advance payments may be treated by Lessor as an addiƟonal Security Deposit. 10.3 Joint Assessment.If the Premises are not separately assessed,Lessee's liability shall be an equitable proporƟon of the Real Property Taxes for all of the land and improvements included within the tax parcel assessed,such proporƟon to be conclusively determined by Lessor from the respecƟve valuaƟons assigned in the assessor's work sheets or such other informaƟon as may be reasonably available. 10.4 Personal Property Taxes.Lessee shall pay,prior to delinquency,all taxes assessed against and levied upon Lessee Owned AlteraƟons,UƟlity InstallaƟons,Trade Fixtures,furnishings,equipment and all personal property of Lessee.When possible,Lessee shall cause its Lessee Owned AlteraƟons and UƟlity InstallaƟons,Trade Fixtures,furnishings,equipment and all other personal property to be assessed and billed separately from the real property of Lessor.If any of Lessee's said property shall be assessed with Lessor's real property,Lessee shall pay Lessor the taxes aƩributable to Lessee's property within 10 days aŌer receipt of a wriƩen statement seƫng forth the taxes applicable to Lessee's property. 11.UƟliƟes and Services.Lessee shall pay for all water,gas,heat,light,power,telephone,trash disposal and other uƟliƟes and services supplied to the Premises,together with any taxes thereon.If any such services are not separately metered or billed to Lessee,Lessee shall pay a reasonable proporƟon,to be determined by Lessor,of all charges jointly metered or billed.There shall be no abatement of rent and Lessor shall not be liable in any respect whatsoever for the inadequacy,stoppage,interrupƟon or disconƟnuance of any uƟlity or service due to riot,strike,labor dispute,breakdown,accident,repair or other cause beyond Lessor's reasonable control or in cooperaƟon with governmental request or direcƟons. Within fiŌeen days of Lessor’s wriƩen request,Lessee agrees to deliver to Lessor such informaƟon,documents and/or authorizaƟon as Lessor needs in order for Lessor to comply with new or exisƟng Applicable Requirements relaƟng to commercial building energy usage,raƟngs,and/or the reporƟng thereof. 12.Assignment and Subleƫng. 12.1 Lessor's Consent Required. (a)Lessee shall not voluntarily or by operaƟon of law assign,transfer,mortgage or encumber (collecƟvely,"assign or assignment")or sublet all or any part of Lessee's interest in this Lease or in the Premises without Lessor's prior wriƩen consent. (b)Unless Lessee is a corporaƟon and its stock is publicly traded on a naƟonal stock exchange,a change in the control of Lessee shall consƟtute an assignment requiring consent.The transfer,on a cumulaƟve basis,of 25%or more of the voƟng control of Lessee shall consƟtute a change in control for this purpose. (c)The involvement of Lessee or its assets in any transacƟon,or series of transacƟons (by way of merger,sale,acquisiƟon,financing,transfer,leveraged buy-out or otherwise),whether or not a formal assignment or hypothecaƟon of this Lease or Lessee's assets occurs,which results or will result in a reducƟon of the Net Worth of Lessee by an amount greater than 25%of such Net Worth as it was represented at the Ɵme of the execuƟon of this Lease or at the Ɵme of the most recent assignment to which Lessor has consented,or as it exists immediately prior to said transacƟon or transacƟons consƟtuƟng such reducƟon, whichever was or is greater,shall be considered an assignment of this Lease to which Lessor may withhold its consent."Net Worth of Lessee"shall mean the net worth of Lessee (excluding any guarantors)established under generally accepted accounƟng principles. (d)An assignment or subleƫng without consent shall,at Lessor's opƟon,be a Default curable aŌer noƟce per Paragraph 13.1(d),or a noncurable Breach without the necessity of any noƟce and grace period.If Lessor elects to treat such unapproved assignment or subleƫng as a noncurable Breach,Lessor may either:(i) terminate this Lease,or (ii)upon 30 days wriƩen noƟce,increase the monthly Base Rent to 110%of the Base DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 18 of 33 Rent then in effect.Further,in the event of such Breach and rental adjustment,(i)the purchase price of any opƟon to purchase the Premises held by Lessee shall be subject to similar adjustment to 110%of the price previously in effect,and (ii)all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to 110%of the scheduled adjusted rent. (e)Lessee's remedy for any breach of Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injuncƟve relief. (f)Lessor may reasonably withhold consent to a proposed assignment or subleƫng if Lessee is in Default at the Ɵme consent is requested. (g)Notwithstanding the foregoing,allowing a de minimis porƟon of the Premises,ie.20 square feet or less,to be used by a third party vendor in connecƟon with the installaƟon of a vending machine or payphone shall not consƟtute a subleƫng. 12.2 Terms and CondiƟons Applicable to Assignment and Subleƫng. (a)Regardless of Lessor's consent,no assignment or subleƫng shall :(i)be effecƟve without the express wriƩen assumpƟon by such assignee or sublessee of the obligaƟons of Lessee under this Lease,(ii) release Lessee of any obligaƟons hereunder,or (iii)alter the primary liability of Lessee for the payment of Rent or for the performance of any other obligaƟons to be performed by Lessee. (b)Lessor may accept Rent or performance of Lessee's obligaƟons from any person other than Lessee pending approval or disapproval of an assignment.Neither a delay in the approval or disapproval of such assignment nor the acceptance of Rent or performance shall consƟtute a waiver or estoppel of Lessor's right to exercise its remedies for Lessee's Default or Breach. (c)Lessor's consent to any assignment or subleƫng shall not consƟtute a consent to any subsequent assignment or subleƫng. (d)In the event of any Default or Breach by Lessee,Lessor may proceed directly against Lessee,any Guarantors or anyone else responsible for the performance of Lessee's obligaƟons under this Lease,including any assignee or sublessee,without first exhausƟng Lessor's remedies against any other person or enƟty responsible therefor to Lessor,or any security held by Lessor. (e)Each request for consent to an assignment or subleƫng shall be in wriƟng,accompanied by informaƟon relevant to Lessor's determinaƟon as to the financial and operaƟonal responsibility and appropriateness of the proposed assignee or sublessee,including but not limited to the intended use and/or required modificaƟon of the Premises,if any,together with a fee of $500 as consideraƟon for Lessor's considering and processing said request.Lessee agrees to provide Lessor with such other or addiƟonal informaƟon and/or documentaƟon as may be reasonably requested.(See also Paragraph 36) (f)Any assignee of,or sublessee under,this Lease shall,by reason of accepƟng such assignment, entering into such sublease,or entering into possession of the Premises or any porƟon thereof,be deemed to have assumed and agreed to conform and comply with each and every term,covenant,condiƟon and obligaƟon herein to be observed or performed by Lessee during the term of said assignment or sublease,other than such obligaƟons as are contrary to or inconsistent with provisions of an assignment or sublease to which Lessor has specifically consented to in wriƟng. (g)Lessor's consent to any assignment or subleƫng shall not transfer to the assignee or sublessee any OpƟon granted to the original Lessee by this Lease unless such transfer is specifically consented to by Lessor in wriƟng.(See Paragraph 39.2) 12.3 AddiƟonal Terms and CondiƟons Applicable to Subleƫng.The following terms and condiƟons shall apply to any subleƫng by Lessee of all or any part of the Premises and shall be deemed included in all subleases under this Lease whether or not expressly incorporated therein: (a)Lessee hereby assigns and transfers to Lessor all of Lessee's interest in all Rent payable on any DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 19 of 33 sublease,and Lessor may collect such Rent and apply same toward Lessee's obligaƟons under this Lease; provided,however,that unƟl a Breach shall occur in the performance of Lessee's obligaƟons,Lessee may collect said Rent.In the event that the amount collected by Lessor exceeds Lessee's then outstanding obligaƟons any such excess shall be refunded to Lessee.Lessor shall not,by reason of the foregoing or any assignment of such sublease,nor by reason of the collecƟon of Rent,be deemed liable to the sublessee for any failure of Lessee to perform and comply with any of Lessee's obligaƟons to such sublessee.Lessee hereby irrevocably authorizes and directs any such sublessee,upon receipt of a wriƩen noƟce from Lessor staƟng that a Breach exists in the performance of Lessee's obligaƟons under this Lease,to pay to Lessor all Rent due and to become due under the sublease.Sublessee shall rely upon any such noƟce from Lessor and shall pay all Rents to Lessor without any obligaƟon or right to inquire as to whether such Breach exists,notwithstanding any claim from Lessee to the contrary. (b)In the event of a Breach by Lessee,Lessor may,at its opƟon,require sublessee to aƩorn to Lessor,in which event Lessor shall undertake the obligaƟons of the sublessor under such sublease from the Ɵme of the exercise of said opƟon to the expiraƟon of such sublease;provided,however,Lessor shall not be liable for any prepaid rents or security deposit paid by such sublessee to such sublessor or for any prior Defaults or Breaches of such sublessor. (c)Any maƩer requiring the consent of the sublessor under a sublease shall also require the consent of Lessor. (d)No sublessee shall further assign or sublet all or any part of the Premises without Lessor's prior wriƩen consent. (e)Lessor shall deliver a copy of any noƟce of Default or Breach by Lessee to the sublessee,who shall have the right to cure the Default of Lessee within the grace period,if any,specified in such noƟce.The sublessee shall have a right of reimbursement and offset from and against Lessee for any such Defaults cured by the sublessee. 13.Default;Breach;Remedies. 13.1 Default;Breach.A "Default"is defined as a failure by the Lessee to comply with or perform any of the terms,covenants,condiƟons or Rules and RegulaƟons under this Lease.A "Breach"is defined as the occurrence of one or more of the following Defaults,and the failure of Lessee to cure such Default within any applicable grace period: (a)The abandonment of the Premises;or the vacaƟng of the Premises without providing a commercially reasonable level of security,or where the coverage of the property insurance described in Paragraph 8.3 is jeopardized as a result thereof,or without providing reasonable assurances to minimize potenƟal vandalism. (b)The failure of Lessee to make any payment of Rent or any Security Deposit required to be made by Lessee hereunder,whether to Lessor or to a third party,when due,to provide reasonable evidence of insurance or surety bond,or to fulfill any obligaƟon under this Lease which endangers or threatens life or property,where such failure conƟnues for a period of 3 business days following wriƩen noƟce to Lessee.THE ACCEPTANCE BY LESSOR OF A PARTIAL PAYMENT OF RENT OR SECURITY DEPOSIT SHALL NOT CONSTITUTE A WAIVER OF ANY OF LESSOR'S RIGHTS,INCLUDING LESSOR'S RIGHT TO RECOVER POSSESSION OF THE PREMISES. (c)The failure of Lessee to allow Lessor and/or its agents access to the Premises or the commission of waste,act or acts consƟtuƟng public or private nuisance,and/or an illegal acƟvity on the Premises by Lessee, where such acƟons conƟnue for a period of 3 business days following wriƩen noƟce to Lessee.In the event that Lessee commits waste,a nuisance or an illegal acƟvity a second Ɵme then,the Lessor may elect to treat DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 20 of 33 such conduct as a non-curable Breach rather than a Default. (d)The failure by Lessee to provide (i)reasonable wriƩen evidence of compliance with Applicable Requirements,(ii)the service contracts,(iii)the rescission of an unauthorized assignment or subleƫng,(iv)an Estoppel CerƟficate or financial statements,(v)a requested subordinaƟon,(vi)evidence concerning any guaranty and/or Guarantor,(vii)any document requested under Paragraph 42,(viii)material safety data sheets (MSDS),or (ix)any other documentaƟon or informaƟon which Lessor may reasonably require of Lessee under the terms of this Lease,where any such failure conƟnues for a period of 10 days following wriƩen noƟce to Lessee. (e)A Default by Lessee as to the terms,covenants,condiƟons or provisions of this Lease,or of the rules adopted under Paragraph 40 hereof,other than those described in subparagraphs 13.1(a),(b),(c)or (d),above, where such Default conƟnues for a period of 30 days aŌer wriƩen noƟce;provided,however,that if the nature of Lessee's Default is such that more than 30 days are reasonably required for its cure,then it shall not be deemed to be a Breach if Lessee commences such cure within said 30 day period and thereaŌer diligently prosecutes such cure to compleƟon. (f)The occurrence of any of the following events:(i)the making of any general arrangement or assignment for the benefit of creditors;(ii)becoming a "debtor"as defined in 11 U.S.C.§101 or any successor statute thereto (unless,in the case of a peƟƟon filed against Lessee,the same is dismissed within 60 days);(iii) the appointment of a trustee or receiver to take possession of substanƟally all of Lessee's assets located at the Premises or of Lessee's interest in this Lease,where possession is not restored to Lessee within 30 days;or (iv) the aƩachment,execuƟon or other judicial seizure of substanƟally all of Lessee's assets located at the Premises or of Lessee's interest in this Lease,where such seizure is not discharged within 30 days;provided,however,in the event that any provision of this subparagraph is contrary to any applicable law,such provision shall be of no force or effect,and not affect the validity of the remaining provisions. (g)The discovery that any financial statement of Lessee or of any Guarantor given to Lessor was materially false. (h)If the performance of Lessee's obligaƟons under this Lease is guaranteed:(i)the death of a Guarantor,(ii)the terminaƟon of a Guarantor's liability with respect to this Lease other than in accordance with the terms of such guaranty,(iii)a Guarantor's becoming insolvent or the subject of a bankruptcy filing,(iv) a Guarantor's refusal to honor the guaranty,or (v)a Guarantor's breach of its guaranty obligaƟon on an anƟcipatory basis,and Lessee's failure,within 60 days following wriƩen noƟce of any such event,to provide wriƩen alternaƟve assurance or security,which,when coupled with the then exisƟng resources of Lessee, equals or exceeds the combined financial resources of Lessee and the Guarantors that existed at the Ɵme of execuƟon of this Lease. 13.2 Remedies.If Lessee fails to perform any of its affirmaƟve duƟes or obligaƟons,within 10 days aŌer wriƩen noƟce (or in case of an emergency,without noƟce),Lessor may,at its opƟon,perform such duty or obligaƟon on Lessee's behalf,including but not limited to the obtaining of reasonably required bonds, insurance policies,or governmental licenses,permits or approvals.Lessee shall pay to Lessor an amount equal to 115%of the costs and expenses incurred by Lessor in such performance upon receipt of an invoice therefor. In the event of a Breach,Lessor may,with or without further noƟce or demand,and without limiƟng Lessor in the exercise of any right or remedy which Lessor may have by reason of such Breach: (a)Terminate Lessee's right to possession of the Premises by any lawful means,in which case this Lease shall terminate and Lessee shall immediately surrender possession to Lessor.In such event Lessor shall be enƟtled to recover from Lessee:(i)the unpaid Rent which had been earned at the Ɵme of terminaƟon;(ii) the worth at the Ɵme of award of the amount by which the unpaid rent which would have been earned aŌer terminaƟon unƟl the Ɵme of award exceeds the amount of such rental loss that the Lessee proves could have DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 21 of 33 been reasonably avoided;(iii)the worth at the Ɵme of award of the amount by which the unpaid rent for the balance of the term aŌer the Ɵme of award exceeds the amount of such rental loss that the Lessee proves could be reasonably avoided;and (iv)any other amount necessary to compensate Lessor for all the detriment proximately caused by the Lessee's failure to perform its obligaƟons under this Lease or which in the ordinary course of things would be likely to result therefrom,including but not limited to the cost of recovering possession of the Premises,expenses of releƫng,including necessary renovaƟon and alteraƟon of the Premises,reasonable aƩorneys'fees,and that porƟon of any leasing commission paid by Lessor in connecƟon with this Lease applicable to the unexpired term of this Lease.The worth at the Ɵme of award of the amount referred to in provision (iii)of the immediately preceding sentence shall be computed by discounƟng such amount at the discount rate of the Federal Reserve Bank of the District within which the Premises are located at the Ɵme of award plus one percent.Efforts by Lessor to miƟgate damages caused by Lessee's Breach of this Lease shall not waive Lessor's right to recover any damages to which Lessor is otherwise enƟtled.If terminaƟon of this Lease is obtained through the provisional remedy of unlawful detainer,Lessor shall have the right to recover in such proceeding any unpaid Rent and damages as are recoverable therein,or Lessor may reserve the right to recover all or any part thereof in a separate suit.If a noƟce and grace period required under Paragraph 13.1 was not previously given,a noƟce to pay rent or quit,or to perform or quit given to Lessee under the unlawful detainer statute shall also consƟtute the noƟce required by Paragraph 13.1.In such case,the applicable grace period required by Paragraph 13.1 and the unlawful detainer statute shall run concurrently,and the failure of Lessee to cure the Default within the greater of the two such grace periods shall consƟtute both an unlawful detainer and a Breach of this Lease enƟtling Lessor to the remedies provided for in this Lease and/or by said statute. (b)ConƟnue the Lease and Lessee's right to possession and recover the Rent as it becomes due,in which event Lessee may sublet or assign,subject only to reasonable limitaƟons.Acts of maintenance,efforts to relet,and/or the appointment of a receiver to protect the Lessor's interests,shall not consƟtute a terminaƟon of the Lessee's right to possession. (c)Pursue any other remedy now or hereaŌer available under the laws or judicial decisions of the state wherein the Premises are located.The expiraƟon or terminaƟon of this Lease and/or the terminaƟon of Lessee's right to possession shall not relieve Lessee from liability under any indemnity provisions of this Lease as to maƩers occurring or accruing during the term hereof or by reason of Lessee's occupancy of the Premises. 13.3 Inducement Recapture.Any agreement for free or abated rent or other charges,the cost of tenant improvements for Lessee paid for or performed by Lessor,or for the giving or paying by Lessor to or for Lessee of any cash or other bonus,inducement or consideraƟon for Lessee's entering into this Lease,all of which concessions are hereinaŌer referred to as "Inducement Provisions,"shall be deemed condiƟoned upon Lessee's full and faithful performance of all of the terms,covenants and condiƟons of this Lease.Upon Breach of this Lease by Lessee,any such Inducement Provision shall automaƟcally be deemed deleted from this Lease and of no further force or effect,and any rent,other charge,bonus,inducement or consideraƟon theretofore abated,given or paid by Lessor under such an Inducement Provision shall be immediately due and payable by Lessee to Lessor,notwithstanding any subsequent cure of said Breach by Lessee.The acceptance by Lessor of rent or the cure of the Breach which iniƟated the operaƟon of this paragraph shall not be deemed a waiver by Lessor of the provisions of this paragraph unless specifically so stated in wriƟng by Lessor at the Ɵme of such acceptance. 13.4 Late Charges.Lessee hereby acknowledges that late payment by Lessee of Rent will cause Lessor to incur costs not contemplated by this Lease,the exact amount of which will be extremely difficult to ascertain. Such costs include,but are not limited to,processing and accounƟng charges,and late charges which may be imposed upon Lessor by any Lender.Accordingly,if any Rent shall not be received by Lessor within 5 days aŌer DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 22 of 33 such amount shall be due,then,without any requirement for noƟce to Lessee,Lessee shall immediately pay to Lessor a one -Ɵme late charge equal to 10%of each such overdue amount or $100,whichever is greater.The ParƟes hereby agree that such late charge represents a fair and reasonable esƟmate of the costs Lessor will incur by reason of such late payment.Acceptance of such late charge by Lessor shall in no event consƟtute a waiver of Lessee's Default or Breach with respect to such overdue amount,nor prevent the exercise of any of the other rights and remedies granted hereunder.In the event that a late charge is payable hereunder, whether or not collected,for 3 consecuƟve installments of Base Rent,then notwithstanding any provision of this Lease to the contrary,Base Rent shall,at Lessor's opƟon,become due and payable quarterly in advance. 13.5 Interest.Any monetary payment due Lessor hereunder,other than late charges,not received by Lessor,when due shall bear interest from the 31st day aŌer it was due.The interest ("Interest")charged shall be computed at the rate of 10%per annum but shall not exceed the maximum rate allowed by law.Interest is payable in addiƟon to the potenƟal late charge provided for in Paragraph 13.4. 13.6 Breach by Lessor. (a)NoƟce of Breach.Lessor shall not be deemed in breach of this Lease unless Lessor fails within a reasonable Ɵme to perform an obligaƟon required to be performed by Lessor.For purposes of this Paragraph, a reasonable Ɵme shall in no event be less than 30 days aŌer receipt by Lessor,and any Lender whose name and address shall have been furnished to Lessee in wriƟng for such purpose,of wriƩen noƟce specifying wherein such obligaƟon of Lessor has not been performed;provided,however,that if the nature of Lessor's obligaƟon is such that more than 30 days are reasonably required for its performance,then Lessor shall not be in breach if performance is commenced within such 30 day period and thereaŌer diligently pursued to compleƟon. (b)Performance by Lessee on Behalf of Lessor.In the event that neither Lessor nor Lender cures said breach within 30 days aŌer receipt of said noƟce,or if having commenced said cure they do not diligently pursue it to compleƟon,then Lessee may elect to cure said breach at Lessee's expense and offset from Rent the actual and reasonable cost to perform such cure,provided,however,that such offset shall not exceed an amount equal to the greater of one month's Base Rent or the Security Deposit,reserving Lessee's right to seek reimbursement from Lessor for any such expense in excess of such offset.Lessee shall document the cost of said cure and supply said documentaƟon to Lessor. 14.CondemnaƟon.If the Premises or any porƟon thereof are taken under the power of eminent domain or sold under the threat of the exercise of said power (collecƟvely "CondemnaƟon "),this Lease shall terminate as to the part taken as of the date the condemning authority takes Ɵtle or possession,whichever first occurs.If more than 10%of the Building,or more than 25%of that porƟon of the Premises not occupied by any building, is taken by CondemnaƟon,Lessee may,at Lessee's opƟon,to be exercised in wriƟng within 10 days aŌer Lessor shall have given Lessee wriƩen noƟce of such taking (or in the absence of such noƟce,within 10 days aŌer the condemning authority shall have taken possession)terminate this Lease as of the date the condemning authority takes such possession.If Lessee does not terminate this Lease in accordance with the foregoing,this Lease shall remain in full force and effect as to the porƟon of the Premises remaining,except that the Base Rent shall be reduced in proporƟon to the reducƟon in uƟlity of the Premises caused by such CondemnaƟon. CondemnaƟon awards and/or payments shall be the property of Lessor,whether such award shall be made as compensaƟon for diminuƟon in value of the leasehold,the value of the part taken,or for severance damages; provided,however,that Lessee shall be enƟtled to any compensaƟon paid by the condemnor for Lessee's relocaƟon expenses,loss of business goodwill and/or Trade Fixtures,without regard to whether or not this Lease is terminated pursuant to the provisions of this Paragraph.All AlteraƟons and UƟlity InstallaƟons made to the Premises by Lessee,for purposes of CondemnaƟon only,shall be considered the property of the Lessee DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 23 of 33 and Lessee shall be enƟtled to any and all compensaƟon which is payable therefor.In the event that this Lease is not terminated by reason of the CondemnaƟon,Lessor shall repair any damage to the Premises caused by such CondemnaƟon. 15.Brokerage Fees. 15.1 AddiƟonal Commission.In addiƟon to the payments owed pursuant to Paragraph 1.9 above, Lessor agrees that:(a)if Lessee exercises any OpƟon,(b)if Lessee or anyone affiliated with Lessee acquires any rights to the Premises or other premises owned by Lessor and located within the same Project,if any, within which the Premises is located,(c)if Lessee remains in possession of the Premises,with the consent of Lessor,aŌer the expiraƟon of this Lease,or (d)if Base Rent is increased,whether by agreement or operaƟon of an escalaƟon clause herein,then,Lessor shall pay Brokers a fee in accordance with the fee schedule of the Brokers in effect at the Ɵme the Lease was executed.The provisions of this paragraph are intended to supersede the provisions of any earlier agreement to the contrary. 15.2 AssumpƟon of ObligaƟons.Any buyer or transferee of Lessor's interest in this Lease shall be deemed to have assumed Lessor's obligaƟon hereunder.Brokers shall be third party beneficiaries of the provisions of Paragraphs 1.9,15,22 and 31.If Lessor fails to pay to Brokers any amounts due as and for brokerage fees pertaining to this Lease when due,then such amounts shall accrue Interest.In addiƟon,if Lessor fails to pay any amounts to Lessee's Broker when due,Lessee's Broker may send wriƩen noƟce to Lessor and Lessee of such failure and if Lessor fails to pay such amounts within 10 days aŌer said noƟce,Lessee shall pay said monies to its Broker and offset such amounts against Rent.In addiƟon,Lessee's Broker shall be deemed to be a third party beneficiary of any commission agreement entered into by and/or between Lessor and Lessor's Broker for the limited purpose of collecƟng any brokerage fee owed. 15.3 RepresentaƟons and IndemniƟes of Broker RelaƟonships.Lessee and Lessor each represent and warrant to the other that it has had no dealings with any person,firm,broker,agent or finder (other than the Brokers and Agents,if any)in connecƟon with this Lease,and that no one other than said named Brokers and Agents is enƟtled to any commission or finder's fee in connecƟon herewith.Lessee and Lessor do each hereby agree to indemnify,protect,defend and hold the other harmless from and against liability for compensaƟon or charges which may be claimed by any such unnamed broker,finder or other similar party by reason of any dealings or acƟons of the indemnifying Party,including any costs,expenses,aƩorneys'fees reasonably incurred with respect thereto. 16.Estoppel CerƟficates. (a)Each Party (as "Responding Party")shall within 10 days aŌer wriƩen noƟce from the other Party (the "RequesƟng Party")execute,acknowledge and deliver to the RequesƟng Party a statement in wriƟng in form similar to the then most current "Estoppel CerƟficate"form published BY AIR CRE,plus such addiƟonal informaƟon,confirmaƟon and/or statements as may be reasonably requested by the RequesƟng Party. (b)If the Responding Party shall fail to execute or deliver the Estoppel CerƟficate within such 10 day period,the RequesƟng Party may execute an Estoppel CerƟficate staƟng that:(i)the Lease is in full force and effect without modificaƟon except as may be represented by the RequesƟng Party,(ii)there are no uncured defaults in the RequesƟng Party's performance,and (iii)if Lessor is the RequesƟng Party,not more than one month's rent has been paid in advance.ProspecƟve purchasers and encumbrancers may rely upon the RequesƟng Party's Estoppel CerƟficate,and the Responding Party shall be estopped from denying the truth of the facts contained in said CerƟficate.In addiƟon,Lessee acknowledges that any failure on its part to provide such an Estoppel CerƟficate will expose Lessor to risks and potenƟally cause Lessor to incur costs not contemplated by this Lease,the extent of which will be extremely difficult to ascertain.Accordingly,should the Lessee fail to execute and/or deliver a requested Estoppel CerƟficate in a Ɵmely fashion the monthly Base DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 24 of 33 Rent shall be automaƟcally increased,without any requirement for noƟce to Lessee,by an amount equal to 10%of the then exisƟng Base Rent or $100,whichever is greater for remainder of the Lease.The ParƟes agree that such increase in Base Rent represents fair and reasonable compensaƟon for the addiƟonal risk/costs that Lessor will incur by reason of Lessee's failure to provide the Estoppel CerƟficate.Such increase in Base Rent shall in no event consƟtute a waiver of Lessee's Default or Breach with respect to the failure to provide the Estoppel CerƟficate nor prevent the exercise of any of the other rights and remedies granted hereunder. (c)If Lessor desires to finance,refinance,or sell the Premises,or any part thereof,Lessee and all Guarantors shall within 10 days aŌer wriƩen noƟce from Lessor deliver to any potenƟal lender or purchaser designated by Lessor such financial statements as may be reasonably required by such lender or purchaser, including but not limited to Lessee's financial statements for the past 3 years.All such financial statements shall be received by Lessor and such lender or purchaser in confidence and shall be used only for the purposes herein set forth. 17.DefiniƟon of Lessor.The term "Lessor"as used herein shall mean the owner or owners at the Ɵme in quesƟon of the fee Ɵtle to the Premises,or,if this is a sublease,of the Lessee's interest in the prior lease.In the event of a transfer of Lessor's Ɵtle or interest in the Premises or this Lease,Lessor shall deliver to the transferee or assignee (in cash or by credit)any unused Security Deposit held by Lessor.Upon such transfer or assignment and delivery of the Security Deposit,as aforesaid,the prior Lessor shall be relieved of all liability with respect to the obligaƟons and/or covenants under this Lease thereaŌer to be performed by the Lessor. Subject to the foregoing,the obligaƟons and/or covenants in this Lease to be performed by the Lessor shall be binding only upon the Lessor as hereinabove defined. 18.Severability.The invalidity of any provision of this Lease,as determined by a court of competent jurisdicƟon,shall in no way affect the validity of any other provision hereof. 19.Days.Unless otherwise specifically indicated to the contrary,the word "days"as used in this Lease shall mean and refer to calendar days. 20.LimitaƟon on Liability.The obligaƟons of Lessor under this Lease shall not consƟtute personal obligaƟons of Lessor,or its partners,members,directors,officers or shareholders,and Lessee shall look to the Premises, and to no other assets of Lessor,for the saƟsfacƟon of any liability of Lessor with respect to this Lease,and shall not seek recourse against Lessor's partners,members,directors,officers or shareholders,or any of their personal assets for such saƟsfacƟon. 21.Time of Essence.Time is of the essence with respect to the performance of all obligaƟons to be performed or observed by the ParƟes under this Lease. 22.No Prior or Other Agreements;Broker Disclaimer.This Lease contains all agreements between the ParƟes with respect to any maƩer menƟoned herein,and no other prior or contemporaneous agreement or understanding shall be effecƟve.Lessor and Lessee each represents and warrants to the Brokers that it has made,and is relying solely upon,its own invesƟgaƟon as to the nature,quality,character and financial responsibility of the other Party to this Lease and as to the use,nature,quality and character of the Premises. Brokers have no responsibility with respect thereto or with respect to any default or breach hereof by either Party. 23.NoƟces. 23.1 NoƟce Requirements.All noƟces required or permiƩed by this Lease or applicable law shall be in wriƟng and may be delivered in person (by hand or by courier)or may be sent by regular,cerƟfied or registered mail or U.S.Postal Service Express Mail,with postage prepaid,or by facsimile transmission,or by DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 25 of 33 email,and shall be deemed sufficiently given if served in a manner specified in this Paragraph 23.The addresses noted adjacent to a Party's signature on this Lease shall be that Party's address for delivery or mailing of noƟces.Either Party may by wriƩen noƟce to the other specify a different address for noƟce,except that upon Lessee's taking possession of the Premises,the Premises shall consƟtute Lessee's address for noƟce. A copy of all noƟces to Lessor shall be concurrently transmiƩed to such party or parƟes at such addresses as Lessor may from Ɵme to Ɵme hereaŌer designate in wriƟng. 23.2 Date of NoƟce.Any noƟce sent by registered or cerƟfied mail,return receipt requested,shall be deemed given on the date of delivery shown on the receipt card,or if no delivery date is shown,the postmark thereon.If sent by regular mail the noƟce shall be deemed given 72 hours aŌer the same is addressed as required herein and mailed with postage prepaid.NoƟces delivered by United States Express Mail or overnight courier that guarantees next day delivery shall be deemed given 24 hours aŌer delivery of the same to the Postal Service or courier.NoƟces delivered by hand,or transmiƩed by facsimile transmission or by email shall be deemed delivered upon actual receipt.If noƟce is received on a Saturday,Sunday or legal holiday,it shall be deemed received on the next business day. 23.3 OpƟons.Notwithstanding the foregoing,in order to exercise any OpƟons (see paragraph 39),the NoƟce must be sent by CerƟfied Mail (return receipt requested),Express Mail (signature required),courier (signature required)or some other methodology that provides a receipt establishing the date the noƟce was received by the Lessor. 24.Waivers. (a)No waiver by Lessor of the Default or Breach of any term,covenant or condiƟon hereof by Lessee, shall be deemed a waiver of any other term,covenant or condiƟon hereof,or of any subsequent Default or Breach by Lessee of the same or of any other term,covenant or condiƟon hereof.Lessor's consent to,or approval of,any act shall not be deemed to render unnecessary the obtaining of Lessor's consent to,or approval of,any subsequent or similar act by Lessee,or be construed as the basis of an estoppel to enforce the provision or provisions of this Lease requiring such consent. (b)The acceptance of Rent by Lessor shall not be a waiver of any Default or Breach by Lessee.Any payment by Lessee may be accepted by Lessor on account of monies or damages due Lessor,notwithstanding any qualifying statements or condiƟons made by Lessee in connecƟon therewith,which such statements and/or condiƟons shall be of no force or effect whatsoever unless specifically agreed to in wriƟng by Lessor at or before the Ɵme of deposit of such payment. (c)THE PARTIES AGREE THAT THE TERMS OF THIS LEASE SHALL GOVERN WITH REGARD TO ALL MATTERS RELATED THERETO AND HEREBY WAIVE THE PROVISIONS OF ANY PRESENT OR FUTURE STATUTE TO THE EXTENT THAT SUCH STATUTE IS INCONSISTENT WITH THIS LEASE. 25.Disclosures Regarding The Nature of a Real Estate Agency RelaƟonship. (a)When entering into a discussion with a real estate agent regarding a real estate transacƟon,a Lessor or Lessee should from the outset understand what type of agency relaƟonship or representaƟon it has with the agent or agents in the transacƟon.Lessor and Lessee acknowledge being advised by the Brokers in this transacƟon,as follows: (i)Lessor's Agent.A Lessor's agent under a lisƟng agreement with the Lessor acts as the agent for the Lessor only.A Lessor's agent or subagent has the following affirmaƟve obligaƟons:To the Lessor:A fiduciary duty of utmost care,integrity,honesty,and loyalty in dealings with the Lessor.To the Lessee and the Lessor:(a)Diligent exercise of reasonable skills and care in performance of the agent's duƟes.(b)A duty of honest and fair dealing and good faith.(c)A duty to disclose all facts known to the agent materially affecƟng the value or desirability of the property that are not known to,or within the diligent aƩenƟon and observaƟon DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 26 of 33 of,the ParƟes.An agent is not obligated to reveal to either Party any confidenƟal informaƟon obtained from the other Party which does not involve the affirmaƟve duƟes set forth above. (ii)Lessee's Agent.An agent can agree to act as agent for the Lessee only.In these situaƟons,the agent is not the Lessor's agent,even if by agreement the agent may receive compensaƟon for services rendered,either in full or in part from the Lessor.An agent acƟng only for a Lessee has the following affirmaƟve obligaƟons.To the Lessee:A fiduciary duty of utmost care,integrity,honesty,and loyalty in dealings with the Lessee.To the Lessee and the Lessor:(a)Diligent exercise of reasonable skills and care in performance of the agent's duƟes.(b)A duty of honest and fair dealing and good faith.(c)A duty to disclose all facts known to the agent materially affecƟng the value or desirability of the property that are not known to, or within the diligent aƩenƟon and observaƟon of,the ParƟes.An agent is not obligated to reveal to either Party any confidenƟal informaƟon obtained from the other Party which does not involve the affirmaƟve duƟes set forth above. (iii)Agent RepresenƟng Both Lessor and Lessee.A real estate agent,either acƟng directly or through one or more associate licenses,can legally be the agent of both the Lessor and the Lessee in a transacƟon,but only with the knowledge and consent of both the Lessor and the Lessee.In a dual agency situaƟon,the agent has the following affirmaƟve obligaƟons to both the Lessor and the Lessee:(a)A fiduciary duty of utmost care,integrity,honesty and loyalty in the dealings with either Lessor or the Lessee.(b)Other duƟes to the Lessor and the Lessee as stated above in subparagraphs (i)or (ii).In represenƟng both Lessor and Lessee,the agent may not,without the express permission of the respecƟve Party,disclose to the other Party confidenƟal informaƟon,including,but not limited to,facts relaƟng to either Lessee’s or Lessor’s financial posiƟon,moƟvaƟons,bargaining posiƟon,or other personal informaƟon that may impact rent,including Lessor’s willingness to accept a rent less than the lisƟng rent or Lessee’s willingness to pay rent greater than the rent offered.The above duƟes of the agent in a real estate transacƟon do not relieve a Lessor or Lessee from the responsibility to protect their own interests.Lessor and Lessee should carefully read all agreements to assure that they adequately express their understanding of the transacƟon.A real estate agent is a person qualified to advise about real estate.If legal or tax advice is desired,consult a competent professional.Both Lessor and Lessee should strongly consider obtaining tax advice from a competent professional because the federal and state tax consequences of a transacƟon can be complex and subject to change. (b)Brokers have no responsibility with respect to any default or breach hereof by either Party.The ParƟes agree that no lawsuit or other legal proceeding involving any breach of duty,error or omission relaƟng to this Lease may be brought against Broker more than one year aŌer the Start Date and that the liability (including court costs and aƩorneys'fees),of any Broker with respect to any such lawsuit and/or legal proceeding shall not exceed the fee received by such Broker pursuant to this Lease;provided,however,that the foregoing limitaƟon on each Broker's liability shall not be applicable to any gross negligence or willful misconduct of such Broker. (c)Lessor and Lessee agree to idenƟfy to Brokers as "ConfidenƟal"any communicaƟon or informaƟon given Brokers that is considered by such Party to be confidenƟal. 26.No Right To Holdover.Lessee has no right to retain possession of the Premises or any part thereof beyond the expiraƟon or terminaƟon of this Lease.In the event that Lessee holds over,then the Base Rent shall be increased to 150%of the Base Rent applicable immediately preceding the expiraƟon or terminaƟon.Holdover Base Rent shall be calculated on monthly basis.Nothing contained herein shall be construed as consent by Lessor to any holding over by Lessee. 27.CumulaƟve Remedies.No remedy or elecƟon hereunder shall be deemed exclusive but shall,wherever possible,be cumulaƟve with all other remedies at law or in equity. DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 27 of 33 28.Covenants and CondiƟons;ConstrucƟon of Agreement.All provisions of this Lease to be observed or performed by Lessee are both covenants and condiƟons.In construing this Lease,all headings and Ɵtles are for the convenience of the ParƟes only and shall not be considered a part of this Lease.Whenever required by the context,the singular shall include the plural and vice versa.This Lease shall not be construed as if prepared by one of the ParƟes,but rather according to its fair meaning as a whole,as if both ParƟes had prepared it. 29.Binding Effect;Choice of Law.This Lease shall be binding upon the ParƟes,their personal representaƟves, successors and assigns and be governed by the laws of the State in which the Premises are located.Any liƟgaƟon between the ParƟes hereto concerning this Lease shall be iniƟated in the county in which the Premises are located.Signatures to this Lease accomplished by means of electronic signature or similar technology shall be legal and binding. 30.SubordinaƟon;AƩornment;Non-Disturbance. 30.1 SubordinaƟon.This Lease and any OpƟon granted hereby shall be subject and subordinate to any ground lease,mortgage,deed of trust,or other hypothecaƟon or security device (collecƟvely,"Security Device"),now or hereaŌer placed upon the Premises,to any and all advances made on the security thereof, and to all renewals,modificaƟons,and extensions thereof.Lessee agrees that the holders of any such Security Devices (in this Lease together referred to as "Lender")shall have no liability or obligaƟon to perform any of the obligaƟons of Lessor under this Lease.Any Lender may elect to have this Lease and/or any OpƟon granted hereby superior to the lien of its Security Device by giving wriƩen noƟce thereof to Lessee,whereupon this Lease and such OpƟons shall be deemed prior to such Security Device,notwithstanding the relaƟve dates of the documentaƟon or recordaƟon thereof. 30.2 AƩornment.In the event that Lessor transfers Ɵtle to the Premises,or the Premises are acquired by another upon the foreclosure or terminaƟon of a Security Device to which this Lease is subordinated (i) Lessee shall,subject to the non-disturbance provisions of Paragraph 30.3,aƩorn to such new owner,and upon request,enter into a new lease,containing all of the terms and provisions of this Lease,with such new owner for the remainder of the term hereof,or,at the elecƟon of the new owner,this Lease will automaƟcally become a new lease between Lessee and such new owner,and (ii)Lessor shall thereaŌer be relieved of any further obligaƟons hereunder and such new owner shall assume all of Lessor's obligaƟons,except that such new owner shall not:(a)be liable for any act or omission of any prior lessor or with respect to events occurring prior to acquisiƟon of ownership;(b)be subject to any offsets or defenses which Lessee might have against any prior lessor,(c)be bound by prepayment of more than one month's rent,or (d)be liable for the return of any security deposit paid to any prior lessor which was not paid or credited to such new owner. 30.3 Non-Disturbance.With respect to Security Devices entered into by Lessor aŌer the execuƟon of this Lease,Lessee's subordinaƟon of this Lease shall be subject to receiving a commercially reasonable non-disturbance agreement (a "Non-Disturbance Agreement")from the Lender which Non-Disturbance Agreement provides that Lessee's possession of the Premises,and this Lease,including any opƟons to extend the term hereof,will not be disturbed so long as Lessee is not in Breach hereof and aƩorns to the record owner of the Premises.Further,within 60 days aŌer the execuƟon of this Lease,Lessor shall,if requested by Lessee,use its commercially reasonable efforts to obtain a Non-Disturbance Agreement from the holder of any pre-exisƟng Security Device which is secured by the Premises.In the event that Lessor is unable to provide the Non-Disturbance Agreement within said 60 days,then Lessee may,at Lessee's opƟon,directly contact Lender and aƩempt to negoƟate for the execuƟon and delivery of a Non-Disturbance Agreement. 30.4 Self-ExecuƟng.The agreements contained in this Paragraph 30 shall be effecƟve without the execuƟon of any further documents;provided,however,that,upon wriƩen request from Lessor or a Lender in DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 28 of 33 connecƟon with a sale,financing or refinancing of the Premises,Lessee and Lessor shall execute such further wriƟngs as may be reasonably required to separately document any subordinaƟon,aƩornment and/or Non-Disturbance Agreement provided for herein. 31.AƩorneys'Fees.If any Party or Broker brings an acƟon or proceeding involving the Premises whether founded in tort,contract or equity,or to declare rights hereunder,the Prevailing Party (as hereaŌer defined)in any such proceeding,acƟon,or appeal thereon,shall be enƟtled to reasonable aƩorneys'fees.Such fees may be awarded in the same suit or recovered in a separate suit,whether or not such acƟon or proceeding is pursued to decision or judgment.The term,"Prevailing Party"shall include,without limitaƟon,a Party or Broker who substanƟally obtains or defeats the relief sought,as the case may be,whether by compromise, seƩlement,judgment,or the abandonment by the other Party or Broker of its claim or defense.The aƩorneys' fees award shall not be computed in accordance with any court fee schedule,but shall be such as to fully reimburse all aƩorneys'fees reasonably incurred.In addiƟon,Lessor shall be enƟtled to aƩorneys'fees,costs and expenses incurred in the preparaƟon and service of noƟces of Default and consultaƟons in connecƟon therewith,whether or not a legal acƟon is subsequently commenced in connecƟon with such Default or resulƟng Breach ($200 is a reasonable minimum per occurrence for such services and consultaƟon). 32.Lessor's Access;Showing Premises;Repairs.Lessor and Lessor's agents shall have the right to enter the Premises at any Ɵme,in the case of an emergency,and otherwise at reasonable Ɵmes aŌer reasonable prior noƟce for the purpose of showing the same to prospecƟve purchasers,lenders,or tenants,and making such alteraƟons,repairs,improvements or addiƟons to the Premises as Lessor may deem necessary or de sirable and the erecƟng,using and maintaining of uƟliƟes,services,pipes and conduits through the Premises and/or other premises as long as there is no material adverse effect on Lessee's use of the Premises.All such acƟviƟes shall be without abatement of rent or liability to Lessee. 33.AucƟons.Lessee shall not conduct,nor permit to be conducted,any aucƟon upon the Premises without Lessor's prior wriƩen consent.Lessor shall not be obligated to exercise any standard of reasonableness in determining whether to permit an aucƟon. 34.Signs.Lessor may place on the Premises ordinary "For Sale"signs at any Ɵme and ordinary "For Lease" signs during the last 6 months of the term hereof.Except for ordinary "for sublease"signs,Lessee shall not place any sign upon the Premises without Lessor's prior wriƩen consent.All signs must comply with all Applicable Requirements.Lessee,at Lessee's sole cost and expense,may place signage on the Premises.Lessee must submit all sign plans to Lessor for written approval prior to manufacture and installation of signage.Lessee's sign vendor must pull all necessary permits from the City of Fresno for signage. 35.TerminaƟon;Merger.Unless specifically stated otherwise in wriƟng by Lessor,the voluntary or other surrender of this Lease by Lessee,the mutual terminaƟon or cancellaƟon hereof,or a terminaƟon hereof by Lessor for Breach by Lessee,shall automaƟcally terminate any sublease or lesser estate in the Premises; provided,however,that Lessor may elect to conƟnue any one or all exisƟng subtenancies.Lessor's failure within 10 days following any such event to elect to the contrary by wriƩen noƟce to the holder of any such lesser interest,shall consƟtute Lessor's elecƟon to have such event consƟtute the terminaƟon of such interest. 36.Consents.All requests for consent shall be in wriƟng.Except as otherwise provided herein,wherever in this Lease the consent of a Party is required to an act by or for the other Party,such consent shall not be unreasonably withheld or delayed.Lessor's actual reasonable costs and expenses (including but not limited to architects',aƩorneys',engineers'and other consultants'fees)incurred in the consideraƟon of,or response to, a request by Lessee for any Lessor consent,including but not limited to consents to an assignment,a subleƫng DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 29 of 33 or the presence or use of a Hazardous Substance,shall be paid by Lessee upon receipt of an invoice and supporƟng documentaƟon therefor.Lessor's consent to any act,assignment or subleƫng shall not consƟtute an acknowledgment that no Default or Breach by Lessee of this Lease exists,nor shall such consent be deemed a waiver of any then exisƟng Default or Breach,except as may be otherwise specifically stated in wriƟng by Lessor at the Ɵme of such consent.The failure to specify herein any parƟcular condiƟon to Lessor's consent shall not preclude the imposiƟon by Lessor at the Ɵme of consent of such further or other condiƟons as are then reasonable with reference to the parƟcular maƩer for which consent is being given.In the event that either Party disagrees with any determinaƟon made by the other hereunder and reasonably requests the reasons for such determinaƟon,the determining party shall furnish its reasons in wriƟng and in reasonable detail within 10 business days following such request. 37.Guarantor. 37.1 ExecuƟon.The Guarantors,if any,shall each execute a guaranty in the form most recently published BY AIR CRE,and each such Guarantor shall have the same obligaƟons as Lessee under this Lease. 37.2 Default.It shall consƟtute a Default of the Lessee if any Guarantor fails or refuses,upon request to provide:(a)evidence of the execuƟon of the guaranty,including the authority of the party signing on Guarantor's behalf to obligate Guarantor,and in the case of a corporate Guarantor,a cerƟfied copy of a resoluƟon of its board of directors authorizing the making of such guaranty,(b)current financial statements, (c)an Estoppel CerƟficate,or (d)wriƩen confirmaƟon that the guaranty is sƟll in effect. 38.Quiet Possession.Subject to payment by Lessee of the Rent and performance of all of the covenants, condiƟons and provisions on Lessee's part to be observed and performed under this Lease,Lessee shall have quiet possession and quiet enjoyment of the Premises during the term hereof. 39.OpƟons.If Lessee is granted any OpƟon,as defined below,then the following provisions shall apply. 39.1 DefiniƟon."OpƟon"shall mean:(a)the right to extend or reduce the term of or renew this Lease or to extend or reduce the term of or renew any lease that Lessee has on other property of Lessor;(b)the right of first refusal or first offer to lease either the Premises or other property of Lessor;(c)the right to purchase, the right of first offer to purchase or the right of first refusal to purchase the Premises or other property of Lessor. 39.2 OpƟons Personal To Original Lessee.Any OpƟon granted to Lessee in this Lease is personal to the original Lessee,and cannot be assigned or exercised by anyone other than said original Lessee and only while the original Lessee is in full possession of the Premises and,if requested by Lessor,with Lessee cerƟfying that Lessee has no intenƟon of thereaŌer assigning or subleƫng. 39.3 MulƟple OpƟons.In the event that Lessee has any mulƟple OpƟons to extend or renew this Lease, a later OpƟon cannot be exercised unless the prior OpƟons have been validly exercised. 39.4 Effect of Default on OpƟons. (a)Lessee shall have no right to exercise an OpƟon:(i)during the period commencing with the giving of any noƟce of Default and conƟnuing unƟl said Default is cured,(ii)during the period of Ɵme any Rent is unpaid (without regard to whether noƟce thereof is given Lessee),(iii)during the Ɵme Lessee is in Breach of this Lease,or (iv)in the event that Lessee has been given 3 or more noƟces of separate Default,whether or not the Defaults are cured,during the 12 month period immediately preceding the exercise of the OpƟon. (b)The period of Ɵme within which an OpƟon may be exercised shall not be extended or enlarged by reason of Lessee's inability to exercise an OpƟon because of the provisions of Paragraph 39.4(a). (c)An OpƟon shall terminate and be of no further force or effect,notwithstanding Lessee's due and Ɵmely exercise of the OpƟon,if,aŌer such exercise and prior to the commencement of the extended term or compleƟon of the purchase,(i)Lessee fails to pay Rent for a period of 30 days aŌer such Rent becomes due DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 30 of 33 (without any necessity of Lessor to give noƟce thereof),or (ii)if Lessee commits a Breach of this Lease. 40.MulƟple Buildings.If the Premises are a part of a group of buildings controlled by Lessor,Lessee agrees that it will abide by and conform to all reasonable rules and regulaƟons which Lessor may make from Ɵme to Ɵme for the management,safety,and care of said properƟes,including the care and cleanliness of the grounds and including the parking,loading and unloading of vehicles,and to cause its employees,suppliers, shippers,customers,contractors and invitees to so abide and conform.Lessee also agrees to pay its fair share of common expenses incurred in connecƟon with such rules and regulaƟons. 41.Security Measures.Lessee hereby acknowledges that the Rent payable to Lessor hereunder does not include the cost of guard service or other security measures,and that Lessor shall have no obligaƟon whatsoever to provide same.Lessee assumes all responsibility for the protecƟon of the Premises,Lessee,its agents and invitees and their property from the acts of third parƟes. 42.ReservaƟons.Lessor reserves to itself the right,from Ɵme to Ɵme,to grant,without the consent or joinder of Lessee,such easements,rights and dedicaƟons that Lessor deems necessary,and to cause the recordaƟon of parcel maps and restricƟons,so long as such easements,rights,dedicaƟons,maps and restricƟons do not unreasonably interfere with the use of the Premises by Lessee.Lessee agrees to sign any documents reasonably requested by Lessor to effectuate any such easement rights,dedicaƟon,map or restricƟons. 43.Performance Under Protest.If at any Ɵme a dispute shall arise as to any amount or sum of money to be paid by one Party to the other under the provisions hereof,the Party against whom the obligaƟon to pay the money is asserted shall have the right to make payment "under protest"and such payment shall not be regarded as a voluntary payment and there shall survive the right on the part of said Party to insƟtute suit for recovery of such sum.If it shall be adjudged that there was no legal obligaƟon on the part of said Party to pay such sum or any part thereof,said Party shall be enƟtled to recover such sum or so much thereof as it was not legally required to pay.A Party who does not iniƟate suit for the recovery of sums paid "under protest"within 6 months shall be deemed to have waived its right to protest such payment. 44.Authority;MulƟple ParƟes;ExecuƟon. (a)If either Party hereto is a corporaƟon,trust,limited liability company,partnership,or similar enƟty, each individual execuƟng this Lease on behalf of such enƟty represents and warrants that he or she is duly authorized to execute and deliver this Lease on its behalf.Each Party shall,within 30 days aŌer request, deliver to the other Party saƟsfactory evidence of such authority. (b)If this Lease is executed by more than one person or enƟty as "Lessee",each such person or enƟty shall be jointly and severally liable hereunder.It is agreed that any one of the named Lessees shall be empowered to execute any amendment to this Lease,or other document ancillary thereto and bind all of the named Lessees,and Lessor may rely on the same as if all of the named Lessees had executed such document. (c)This Lease may be executed by the ParƟes in counterparts,each of which shall be deemed an original and all of which together shall consƟtute one and the same instrument. 45.Conflict.Any conflict between the printed provisions of this Lease and the typewriƩen or handwriƩen provisions shall be controlled by the typewriƩen or handwriƩen provisions. 46.Offer.PreparaƟon of this Lease by either Party or their agent and submission of same to the other Party shall not be deemed an offer to lease to the other Party.This Lease is not intended to be binding unƟl executed and delivered by all ParƟes hereto. DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 31 of 33 47.Amendments.This Lease may be modified only in wriƟng,signed by the ParƟes in interest at the Ɵme of the modificaƟon.As long as they do not materially change Lessee's obligaƟons hereunder,Lessee agrees to make such reasonable non-monetary modificaƟons to this Lease as may be reasonably required by a Lender in connecƟon with the obtaining of normal financing or refinancing of the Premises. 48.Waiver of Jury Trial.THE PARTIES HEREBY WAIVE THEIR RESPECTIVE RIGHTS TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING INVOLVING THE PROPERTY OR ARISING OUT OF THIS AGREEMENT. 49.ArbitraƟon of Disputes.An Addendum requiring the ArbitraƟon of all disputes between the ParƟes and/or Brokers arising out of this Lease is is not aƩached to this Lease. 50.Accessibility;Americans with DisabiliƟes Act. (a)The Premises: have not undergone an inspecƟon by a CerƟfied Access Specialist (CASp).Note:A CerƟfied Access Specialist (CASp)can inspect the subject premises and determine whether the subject premises comply with all of the applicable construcƟon-related accessibility standards under state law.Although state law does not require a CASp inspecƟon of the subject premises,the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspecƟon of the subject premises for the occupancy or potenƟal occupancy of the lessee or tenant,if requested by the lessee or tenant.The parƟes shall mutually agree on the arrangements for the Ɵme and manner of the CASp inspecƟon,the payment of the fee for the CASp inspecƟon,and the cost of making any repairs necessary to correct violaƟons of construcƟon-related accessibility standards within the premises. have undergone an inspecƟon by a CerƟfied Access Specialist (CASp)and it was determined that the Premises met all applicable construcƟon-related accessibility standards pursuant to California Civil Code §55.51 et seq.Lessee acknowledges that it received a copy of the inspecƟon report at least 48 hours prior to execuƟng this Lease and agrees to keep such report confidenƟal. have undergone an inspecƟon by a CerƟfied Access Specialist (CASp)and it was determined that the Premises did not meet all applicable construcƟon-related accessibility standards pursuant to California Civil Code §55.51 et seq.Lessee acknowledges that it received a copy of the inspecƟon report at least 48 hours prior to execuƟng this Lease and agrees to keep such report confidenƟal except as necessary to complete repairs and correcƟons of violaƟons of construcƟon related accessibility standards. In the event that the Premises have been issued an inspecƟon report by a CASp the Lessor shall provide a copy of the disability access inspecƟon cerƟficate to Lessee within 7 days of the execuƟon of this Lease. (b)Since compliance with the Americans with DisabiliƟes Act (ADA)and other state and local accessibility statutes are dependent upon Lessee's specific use of the Premises,Lessor makes no warranty or representaƟon as to whether or not the Premises comply with ADA or any similar legislaƟon.In the event that Lessee's use of the Premises requires modificaƟons or addiƟons to the Premises in order to be in compliance with ADA or other accessibility statutes,Lessee agrees to make any such necessary modificaƟons and/or addiƟons at Lessee's expense. LESSOR AND LESSEE HAVE CAREFULLY READ AND REVIEWED THIS LEASE AND EACH TERM AND PROVISION CONTAINED HEREIN,AND BY THE EXECUTION OF THIS LEASE SHOW THEIR INFORMED AND VOLUNTARY CONSENT THERETO.THE PARTIES HEREBY AGREE THAT,AT THE TIME THIS LEASE IS EXECUTED,THE TERMS OF THIS LEASE ARE COMMERCIALLY REASONABLE AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE PREMISES. ATTENTION:NO REPRESENTATION OR RECOMMENDATION IS MADE BY AIR CRE OR BY ANY BROKER AS TO DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 32 of 33 THE LEGAL SUFFICIENCY,LEGAL EFFECT,OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION TO WHICH IT RELATES.THE PARTIES ARE URGED TO: 1.SEEK ADVICE OF COUNSEL AS TO THE LEGAL AND TAX CONSEQUENCES OF THIS LEASE. 2.RETAIN APPROPRIATE CONSULTANTS TO REVIEW AND INVESTIGATE THE CONDITION OF THE PREMISES. SAID INVESTIGATION SHOULD INCLUDE BUT NOT BE LIMITED TO:THE POSSIBLE PRESENCE OF HAZARDOUS SUBSTANCES,THE ZONING OF THE PREMISES,THE STRUCTURAL INTEGRITY,THE CONDITION OF THE ROOF AND OPERATING SYSTEMS,AND THE SUITABILITY OF THE PREMISES FOR LESSEE'S INTENDED USE. WARNING:IF THE PREMISES ARE LOCATED IN A STATE OTHER THAN CALIFORNIA,CERTAIN PROVISIONS OF THE LEASE MAY NEED TO BE REVISED TO COMPLY WITH THE LAWS OF THE STATE IN WHICH THE PREMISES ARE LOCATED. The parƟes hereto have executed this Lease at the place and on the dates specified above their respecƟve signatures. Executed at: On: By LESSOR: Sinclair Properties I,LLC and Sinclair Retail Associates LLC,as tenants in common doing business as "F&H Sinclair Properties" By: Name Printed:Robert Sinclair Title:Managing Partner - Phone:805-245-0937 Fax: Email:highpointranch@icloud.com By: Name Printed:Keith Sinclair Title:Manager Phone:805-496-3111 Fax: Email:sinclair.co@gte.net Address: Federal ID No.: Executed at: On: By LESSEE: Rhombus Partners,LLC By: Name Printed:Frank Voelz Title: Phone: Fax: Email: By: Name Printed: Title: Phone: Fax: Email: Address: Federal ID No.: BROKER Paccom Realty Advisors-Fresno Inc. AƩn:Terri Giovacchini &Chase Lemley Title:Assoc.Director /Senior Assoc. Address:9 River Park Pl E,Suite 101, BROKER Paccom Realty Advisors-Fresno Inc. AƩn:Terri Giovacchini &Chase Lemley Title:Assoc.Director /Senior Assoc. Address:9 River Park Pl E,Suite 101, DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 12/3/202012/4/2020 ________________ ________________ INITIALS INITIALS ©2019 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM STN-27.30,Revised 11-25-2019 Page 33 of 33 Fresno CA 93720 Phone:559.433.3530 /559.433.3520 Fax:559.433.3537 Email:terri.giovacchini@paccra.com / chase.lemley@paccra.com Federal ID No.: Broker DRE License #:02083454 Agent DRE License #:00964226 /02007670 Fresno CA 93720 Phone:559.433.3530 /559.433.3520 Fax:559.433.3537 Email:terri.giovacchini@paccra.com / chase.lemley@paccra.com Federal ID No.: Broker DRE License #:02083454 Agent DRE License #:00964226 /02007670 AIR CRE *hƩps://www.aircre.com *213-687-8777 *contracts@aircre.com NOTICE:No part of these works may be reproduced in any form without permission in wriƟng. DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS © 2017AIR CRE. AllRights Reserved.Last Edited: 12/3/20202:08 PM ADD-1.03,Revised 06-10-2019 Page 1 of 2 ADDENDUM TO LEASE Date:October 30, 2020 By and Between Lessor:Sinclair Properties I, LLC and Sinclair Retail Associates LLC, as tenants in common doing business as "F&H Sinclair Properties" Lessee:Rhombus Partners, LLC Property Address:1461 N. Blackstone Ave., Fresno CA 93703 (street address,city, state,zip) Paragraph:51 - 58 In the event of any conflict between the provisions of this Addendum and the printed provisions of the Lease, this Addendum shall control. 51.ENTITLEMENT PERIOD: The period commencing on thelease Commencement Date and ending on the earlierof (a) 12 monthsfrom the Lease Commencement Date or (b)the date on which the City of Fresno and State of California issues a license to Lessee for the Agreed Use (defined below).Lessee shall have the right to exercise an entitlement extension period of six months. On or during the EntitlementPeriod, Lessee shall havethe right to disapprove any matter relating to theProperty and licensing issues for any reason or no reason and terminate the Lease Agreement in its sole and absolute discretion without return of a deposit. 52.OCCUPANCY DATE: Lessee shall be permitted to immediately occupy the Premises upon commencement of the Approval Period.No commercial cannabis activity shall take place before Lessee is granted City and State authorization to operate. 53.INITIAL LEASE TERMS: The Lease shall be on NNN basis,with the following base rent: a: During ApprovalPeriod:per month. b: After expiration of ApprovalPeriod: per month. 54.MINIMUM RENT: P.S.F.Monthly Rent Approval Period Year 1 Year 2- 5 Three(3%) percent annual increases. 55.ADDITIONAL CHARGES (“NNN”): The first month’s Additional Chargeswill be paid upon lease execution and is estimated tobe per square foot per month for calendar year 2020. DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2017 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM ADD-1.03,Revised 06-10-2019 Page 2 of 2 56.OPTIONS: So long as Lessee is not in default of the Lease during the Initial Lease Term of five (5)years following the Approval Period, Lessee shall be provided with one (1)option of five (5)years.Base Rent for the option term will be based on 3%annual increases. Lessee to provide written notice within one hundred eighty (180)days prior to the expiration of the Term. 57.PREMISES CONSTRUCTION: Lessor shall deliver Premises in “as-is”condition.Lessee shall have prior written approval from Lessor for all building permits. 58.SIGNAGE: Lessee shall comply with the sign ordinance that has been approved by The City of Fresno and Lessor.Lessee shall be responsible for obtaining any governmental approvals and the costs of installation,maintenance,removal at Lease expiration,and restoration of the building exterior to original condition. AIR CRE *hƩps://www.aircre.com *213-687-8777 *contracts@aircre.com NOTICE:No part of these works may be reproduced in any form without permission in wriƟng. DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2017 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM GR-3.22,Revised 06-10-2019 Page 1 of 3 GUARANTY OF LEASE WHEREAS,Sinclair Properties I,LLC and Sinclair Retail Associates LLC,as tenants in common doing business as "F&H Sinclair Properties",hereinaŌer "Lessor",and Rhombus Partners,LLC ,hereinaŌer "Lessee",are about to execute a document enƟtled "Lease"dated October 30,2020 concerning the premises commonly known as (street address,city,state,zip)1461 N. Blackstone Ave.,Fresno CA 93703 wherein Lessor will lease the premises to Lessee,and WHEREAS,Ryan Davis,Moe Essa,Moe Jawad,Frank Voelz hereinaŌer "Guarantors"have a financial interest in Lessee,and WHEREAS,Lessor would not execute the Lease if Guarantors did not execute and deliver to Lessor this Guaranty of Lease. NOW THEREFORE,in consideraƟon of the execuƟon of said Lease by Lessor and as a material inducement to Lessor to execute said Lease,Guarantors hereby jointly,severally,uncondiƟonally and irrevocably guarantee the prompt payment by Lessee of all rents and all other sums payable by Lessee under said Lease and the faithful and prompt performance by Lessee of each and every one of the terms,condiƟons and covenants of said Lease to be kept and performed by Lessee. It is specifically agreed by Lessor and Guarantors that:(i)the terms of the foregoing Lease may be modified by agreement between Lessor and Lessee,or by a course of conduct,and (ii)said Lease may be assigned by Lessor or any assignee of Lessor without the consent of or noƟce to Guarantors and that this Guaranty shall guarantee the performance of said Lease as so modified. This Guaranty shall not be released,modified or affected by the failure or delay on the part of Lessor to enforce any of the rights or remedies of the Lessor under said Lease. No noƟce of default by Lessee under the Lease need be given by Lessor to Guarantors,it being specifically agreed that the guarantee of the undersigned is a conƟnuing guarantee under which Lessor may proceed immediately against Lessee and/or against Guarantors following any breach or default by Lessee or for the enforcement of any rights which Lessor may have as against Lessee under the terms of the Lease or at law or in equity. Lessor shall have the right to proceed against Guarantors following any breach or default by Lessee under the Lease without first proceeding against Lessee and without previous noƟce to or demand upon either Lessee or Guarantors. Guarantors hereby waive (a)noƟce of acceptance of this Guaranty.(b)demand of payment,presentaƟon and protest,(c)all right to assert or plead any statute of limitaƟons relaƟng to this Guaranty or the Lease,(d) any right to require the Lessor to proceed against the Lessee or any other Guarantor or any other person or enƟty liable to Lessor,(e)any right to require Lessor to apply to any default any security deposit or other security it may hold under the Lease,(f)any right to require Lessor to proceed under any other remedy Lessor may have before proceeding against Guarantors,(g)any right of subrogaƟon that Guarantors may have against Lessee. Guarantors do hereby subordinate all exisƟng or future indebtedness of Lessee to Guarantors to the DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2017 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM GR-3.22,Revised 06-10-2019 Page 2 of 3 obligaƟons owed to Lessor under the Lease and this Guaranty. If a Guarantor is married,such Guarantor expressly agrees that recourse may be had against his or her separate property for all of the obligaƟons hereunder. The obligaƟons of Lessee under the Lease to execute and deliver estoppel statements and financial statements,as therein provided,shall be deemed to also require the Guarantors to provide estoppel statements and financial statements to Lessor.The failure of the Guarantors to provide the same to Lessor shall consƟtute a default under the Lease. The term "Lessor"refers to and means the Lessor named in the Lease and also Lessor's successors and assigns.So long as Lessor's interest in the Lease,the leased premises or the rents,issues and profits therefrom,are subject to any mortgage or deed of trust or assignment for security,no acquisiƟon by Guarantors of the Lessor's interest shall affect the conƟnuing obligaƟon of Guarantors under this Guaranty which shall nevertheless conƟnue in full force and effect for the benefit of the mortgagee,beneficiary,trustee or assignee under such mortgage,deed of trust or assignment and their successors and assigns. The term "Lessee"refers to and means the Lessee named in the Lease and also Lessee's successors and assigns. Any recovery by Lessor from any other guarantor or insurer shall first be credited to the porƟon of Lessee's indebtedness to Lessor which exceeds the maximum liability of Guarantors under this Guaranty. No provision of this Guaranty or right of the Lessor can be waived,nor can the Guarantors be released from their obligaƟons except in wriƟng signed by the Lessor. Any liƟgaƟon concerning this Guaranty shall be iniƟated in a state court of competent jurisdicƟon in the county in which the leased premises are located and the Guarantors consent to the jurisdicƟon of such court. This Guaranty shall be governed by the laws of the State in which the leased premises are located and for the purposes of any rules regarding conflicts of law the parƟes shall be treated as if they were all residents or domiciles of such State. In the event any acƟon be brought by said Lessor against Guarantors hereunder to enforce the obligaƟon of Guarantors hereunder,the unsuccessful party in such acƟon shall pay to the prevailing party therein a reasonable aƩorney's fee.The aƩorney's fee award shall not be computed in accordance with any court fee schedule,but shall be such as to full reimburse all aƩorneys'fees reasonably incurred. If any Guarantor is a corporaƟon,partnership,or limited liability company,each individual execuƟng this Guaranty on said enƟty's behalf represents and warrants that he or she is duly authorized to execute this Guaranty on behalf of such enƟty.Signatures to this Guaranty accomplished by means of electronic signature or similar technology shall be legal and binding. If this Form has been filled in,it has been prepared for submission to your aƩorney for his approval.No representaƟon or recommendaƟon is made BY AIR CRE,the real estate broker or its agents or employees as to the legal sufficiency,legal effect,or tax consequences of this Form or the transacƟon relaƟng thereto. DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 ________________ ________________ INITIALS INITIALS ©2017 AIR CRE.All Rights Reserved.Last Edited:12/3/2020 2:08 PM GR-3.22,Revised 06-10-2019 Page 3 of 3 GUARANTORS Ryan Davis,Moe Essa,Moe Jawad,Frank Voelz Executed At: On: By: Name Printed:Ryan Davis Title: Address: By:_______________________________ Name Printed:Moe Jawad Title:______________________________ Address:____________________________ By: Name Printed:Moe Essa Title: Address: By:_______________________________ Name Printed:Frank Voelz Title:_____________________________ Address:___________________________ AIR CRE *hƩps://www.aircre.com *213-687-8777 *contracts@aircre.com NOTICE:No part of these works may be reproduced in any form without permission in wriƟng. DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 12/3/2020 ________________ ________Page 1 of 2 ________ INITIALS Last Edited:12/3/2020 2:17 PM INITIALS ©2017 AIR CRE.All Rights Reserved.AD-2.01,Revised 07-28-2017 When you enter into a discussion with a real estate agent regarding a real estate transacƟon,you should from the outset understand what type of agency relaƟonship or representaƟon you wish to have with the agent in the transacƟon. A Seller's agent under a lisƟng agreement with the Seller acts as the agent for the Seller only.A Seller's agent or a subagent of that agent has the following affirmaƟve obligaƟons: To the Seller:A fiduciary duty of utmost care,integrity,honesty and loyalty in dealings with the Seller. To the Buyer and the Seller: (a)Diligent exercise of reasonable skill and care in performance of the agent's duƟes. (b)A duty of honest and fair dealing and good faith. (c)A duty to disclose all facts known to the agent materially affecƟng the value or desirability of the property that are not known to,or within the diligent aƩenƟon and observaƟon of,the parƟes.An agent is not obligated to reveal to either party any confidenƟal informaƟon obtained from the other party that does not involve the affirmaƟve duƟes set forth above. A selling agent can,with a Buyer's consent,agree to act as agent for the Buyer only.In these situaƟons,the agent is not the Seller's agent,even if by agreement the agent may receive compensaƟon for services rendered,either in full or in part from the Seller.An agent acƟng only for a Buyer has the following affirmaƟve obligaƟons: To the Buyer:A fiduciary duty of utmost care,integrity,honesty and loyalty in dealings with the Buyer. To the Buyer and the Seller: (a)Diligent exercise of reasonable skill and care in performance of the agent's duƟes. (b)A duty of honest and fair dealing and good faith. (c)A duty to disclose all facts known to the agent materially affecƟng the value or desirability of the property that are not known to,or within the diligent aƩenƟon and observaƟon of,the parƟes. An agent is not obligated to reveal to either party any confidenƟal informaƟon obtained from the other party that does not involve the affirmaƟve duƟes set forth above. A real estate agent,either acƟng directly or through one or more associate licensees,can legally be the agent of both the Seller and the Buyer in a transacƟon,but only with the knowledge and consent of both the Seller and the Buyer. In a dual agency situaƟon,the agent has the following affirmaƟve obligaƟons to both the Seller and the Buyer: (a)A fiduciary duty of utmost care,integrity,honesty and loyalty in the dealings with either the Seller or the Buyer. (b)Other duƟes to the Seller and the Buyer as stated above in their respecƟve secƟons. In represenƟng both Seller and Buyer,the agent may not,without the express permission of the respecƟve party,disclose to the other party that the Seller will accept a price less than the lisƟng price or that the Buyer will pay a price greater than the price offered. The above duƟes of the agent in a real estate transacƟon do not relieve a Seller or Buyer from the responsibility to protect his or her own interests.You should carefully read all agreements to assure that they adequately express your understanding of the transacƟon.A real estate agent is a person qualified to advise about real estate.If legal or tax advice is desired,consult a competent professional. Throughout your real property transacƟon you may receive more than one disclosure form,depending upon the number of agents assisƟng in the transacƟon.The law requires each agent with whom you have more than a casual relaƟonship to present you with this disclosure form.You should read its contents each Ɵme it is presented to you,considering the relaƟonship between you and the real estate agent in your specific transacƟon.This disclosure form includes the provisions of SecƟons 2079.13 to 2079.24,inclusive,of the Civil Code set forth on page 2.Read it carefully.I/WE ACKNOWLEDGE RECEIPT OF A COPY OF THIS DISCLOSURE AND THE PORTIONS OF THE CIVIL CODE PRINTED ON THE BACK (OR A SEPARATE PAGE). Buyer Seller Lessor Lessee ______________________________________Date: Robert Sinclair Buyer Seller Lessor Lessee ______________________________________Date: Frank Voelz Agent:Paccom Realty Advisors,Inc.BRE Lic.#:02083454 Real Estate Broker (Firm) By:________________________________________BRE Lic.#:00964226 /02007670 Date: Terri Giovacchini /Chase Lemley (Salesperson or Broker-Associate) NOTE: *When the lisƟng brokerage company also represents Buyer/Lessee:The LisƟng Agent shall have one Agency Disclosure form signed by Seller/Lessor and a second Agency Disclosure form signed by Buyer/Lessee. *When Seller/Lessor and Buyer/Lessee are represented by different brokerage companies:(i)the LisƟng Agent shall have one Agency Disclosure form signed by Seller/Lessor and (ii)the Buyer's/Lessee's Agent shall have one Agency Disclosure form signed by Buyer/Lessee and either that same or a different Agency Disclosure form presented to Seller/Lessor for signature prior to presentaƟon of the offer.If the same form is used,Seller/Lessor may sign here: DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIP (As required by the Civil Code) SELLER'S AGENT ("Seller"includes both a vendor and a lessor) BUYER'S AGENT ("Buyer"includes both a purchaser and a lessee) AGENT REPRESENTING BOTH SELLER AND BUYER ________________________________________Date: Seller/Lessor THIS FORM HAS BEEN PREPARED BY AIR CRE.NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ADEQUACY OF THIS FORM FOR ANY SPECIFIC TRANSACTION.PLEASE SEEK LEGAL COUNSEL AS TO THE APPROPRIATENESS OF THIS FORM. DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 12/3/2020 12/4/2020 ________________ ________Page 2 of 2 ________ INITIALS Last Edited:12/3/2020 2:17 PM INITIALS ©2017 AIR CRE.All Rights Reserved.AD-2.01,Revised 07-28-2017 DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIP CIVIL CODE SECTIONS 2079.13 THROUGH 2079.24 (2079.16 APPEARS ON THE FRONT) 2079.13 As used in SecƟons 2079.14 to 2079.24,inclusive,the following terms have the following meanings: (a)"Agent"means a person acƟng under provisions of Title 9 (commencing with SecƟon 2295)in a real property transacƟon,and includes a person who is licensed as a real estate broker under Chapter 3 (commencing with SecƟon 10130)of Part 1 of Division 4 of the Business and Professions Code,and under whose license a lisƟng is executed or an offer to purchase is obtained.(b)"Associate licensee"means a person who is licensed as a real estate broker or salesperson under Chapter 3 (commencing with SecƟon 10130)of Part 1 of Division 4 of the Business and Professions Code and who is either licensed under a broker or has entered into a wriƩen contract with a broker to act as the broker's agent in connecƟon with acts requiring a real estate license and to funcƟon under the broker's supervision in the capacity of an associate licensee.The agent in the real property transacƟon bears responsibility for his or her associate licensees who perform as agents of the agent. When an associate licensee owes a duty to any principal,or to any buyer or seller who is not a principal,in a real property transacƟon,that duty is equivalent to the duty owed to that party by the broker for whom the associate licensee funcƟons.(c)"Buyer"means a transferee in a real property transacƟon,and includes a person who executes an offer to purchase real property from a seller through an agent,or who seeks the services of an agent in more than a casual,transitory,or preliminary manner,with the object of entering into a real property transacƟon."Buyer"includes vendee or lessee.(d)"Commercial real property"means all real property in the state,except single-family residenƟal real property,dwelling units made subject to Chapter 2 (commencing with SecƟon 1940)of Title 5,mobilehomes,as defined in SecƟon 798.3,or recreaƟonal vehicles,as defined in SecƟon 799.29.(e)"Dual agent"means an agent acƟng,either directly or through an associate licensee,as agent for both the seller and the buyer in a real property transacƟon.(f)"LisƟng agreement"means a contract between an owner of real property and an agent,by which the agent has been authorized to sell the real property or to find or obtain a buyer.(g)"LisƟng agent"means a person who has obtained a lisƟng of real property to act as an agent for compensaƟon.(h)"LisƟng price"is the amount expressed in dollars specified in the lisƟng for which the seller is willing to sell the real property through the lisƟng agent.(i)"Offering price"is the amount expressed in dollars specified in an offer to purchase for which the buyer is willing to buy the real property. (j)"Offer to purchase"means a wriƩen contract executed by a buyer acƟng through a selling agent that becomes the contract for the sale of the real property upon acceptance by the seller.(k)"Real property"means any estate specified by subdivision (1)or (2)of SecƟon 761 in property that consƟtutes or is improved with one to four dwelling units,any commercial real property,any leasehold in these types of property exceeding one year's duraƟon,and mobilehomes,when offered for sale or sold through an agent pursuant to the authority contained in SecƟon 10131.6 of the Business and Professions Code.(l)"Real property transacƟon"means a transacƟon for the sale of real property in which an agent is employed by one or more of the principals to act in that transacƟon,and includes a lisƟng or an offer to purchase.(m)"Sell,""sale,"or "sold"refers to a transacƟon for the transfer of real property from the seller to the buyer,and includes exchanges of real property between the seller and buyer,transacƟons for the creaƟon of a real property sales contract within the meaning of SecƟon 2985,and transacƟons for the creaƟon of a leasehold exceeding one year's duraƟon.(n)"Seller"means the transferor in a real property transacƟon,and includes an owner who lists real property with an agent, whether or not a transfer results,or who receives an offer to purchase real property of which he or she is the owner from an agent on behalf of another."Seller" includes both a vendor and a lessor.(o)"Selling agent"means a lisƟng agent who acts alone,or an agent who acts in cooperaƟon with a lisƟng agent,and who sells or finds and obtains a buyer for the real property,or an agent who locates property for a buyer or who finds a buyer for a property for which no lisƟng exists and presents an offer to purchase to the seller.(p)"Subagent"means a person to whom an agent delegates agency powers as provided in ArƟcle 5 (commencing with SecƟon 2349)of Chapter 1 of Title 9.However,"subagent"does not include an associate licensee who is acƟng under the supervision of an agent in a real property transacƟon. 2079.14 LisƟng agents and selling agents shall provide the seller and buyer in a real property transacƟon with a copy of the disclosure form specified in SecƟon 2079.16,and,except as provided in subdivision (c),shall obtain a signed acknowledgement of receipt from that seller or buyer,except as provided in this secƟon or SecƟon 2079.15,as follows:(a)The lisƟng agent,if any,shall provide the disclosure form to the seller prior to entering into the lisƟng agreement.(b)The selling agent shall provide the disclosure form to the seller as soon as pracƟcable prior to presenƟng the seller with an offer to purchase,unless the selling agent previously provided the seller with a copy of the disclosure form pursuant to subdivision (a).(c)Where the selling agent does not deal on a face-to-face basis with the seller,the disclosure form prepared by the selling agent may be furnished to the seller (and acknowledgement of receipt obtained for the selling agent from the seller)by the lisƟng agent,or the selling agent may deliver the disclosure form by cerƟfied mail addressed to the seller at his or her last known address,in which case no signed acknowledgement of receipt is required.(d)The selling agent shall provide the disclosure form to the buyer as soon as pracƟcable prior to execuƟon of the buyer's offer to purchase,except that if the offer to purchase is not prepared by the selling agent,the selling agent shall present the disclosure form to the buyer not later than the next business day aŌer the selling agent receives the offer to purchase from the buyer. 2079.15 In any circumstance in which the seller or buyer refuses to sign an acknowledgement of receipt pursuant to SecƟon 2079.14,the agent,or an associate licensee acƟng for an agent,shall set forth,sign,and date a wriƩen declaraƟon of the facts of the refusal. 2079.16 Reproduced on Page 1 of this form. 2079.17 (a)As soon as pracƟcable,the selling agent shall disclose to the buyer and seller whether the selling agent is acƟng in the real property transacƟon exclusively as the buyer's agent,exclusively as the seller's agent,or as a dual agent represenƟng both the buyer and the seller.This relaƟonship shall be confirmed in the contract to purchase and sell real property or in a separate wriƟng executed or acknowledged by the seller,the buyer,and the selling agent prior to or coincident with execuƟon of that contract by the buyer and the seller,respecƟvely.(b)As soon as pracƟcable,the lisƟng agent shall disclose to the seller whether the lisƟng agent is acƟng in the real property transacƟon exclusively as the seller's agent,or as a dual agent represenƟng both the buyer and seller.This relaƟonship shall be confirmed in the contract to purchase and sell real property or in a separate wriƟng executed or acknowledged by the seller and the lisƟng agent prior to or coincident with the execuƟon of that contract by the seller. (c)The confirmaƟon required by subdivisions (a)and (b)shall be in the following form. (d)The disclosures and confirmaƟon required by this secƟon shall be in addiƟon to the disclosure required by SecƟon 2079.14. 2079.18 No selling agent in a real property transacƟon may act as an agent for the buyer only,when the selling agent is also acƟng as the lisƟng agent in the transacƟon. 2079.19 The payment of compensaƟon or the obligaƟon to pay compensaƟon to an agent by the seller or buyer is not necessarily determinaƟve of a parƟcular agency relaƟonship between an agent and the seller or buyer.A lisƟng agent and a selling agent may agree to share any compensaƟon or commission paid,or any right to any compensaƟon or commission for which an obligaƟon arises as the result of a real estate transacƟon,and the terms of any such agreement shall not necessarily be determinaƟve of a parƟcular relaƟonship. 2079.20 Nothing in this arƟcle prevents an agent from selecƟng,as a condiƟon of the agent's employment,a specific form of agency relaƟonship not specifically prohibited by this arƟcle if the requirements of SecƟon 2079.14 and SecƟon 2079.17 are complied with. 2079.21 A dual agent shall not disclose to the buyer that the seller is willing to sell the property at a price less than the lisƟng price,without the express wriƩen consent of the seller.A dual agent shall not disclose to the seller that the buyer is willing to pay a price greater than the offering price,without the express wriƩen consent of the buyer.This secƟon does not alter in any way the duty or responsibility of a dual agent to any principal with respect to confidenƟal informaƟon other than price. 2079.22 Nothing in this arƟcle precludes a lisƟng agent from also being a selling agent,and the combinaƟon of these funcƟons in one agent does not,of itself,make that agent a dual agent. 2079.23 (a)A contract between the principal and agent may be modified or altered to change the agency relaƟonship at any Ɵme before the performance of the act which is the object of the agency with the wriƩen consent of the parƟes to the agency relaƟonship. (b)A lender or an aucƟon company retained by a lender to control aspects of a transacƟon of real property subject to this part,including validaƟng the sales price,shall not require,as a condiƟon of receiving the lender's approval of the transacƟon,the homeowner or lisƟng agent to defend or indemnify the lender or aucƟon company from any liability alleged to result from the acƟons of the lender or aucƟon company.Any clause,provision,covenant,or agreement purporƟng to impose an obligaƟon to defend or indemnify a lender or an aucƟon company in violaƟon of this subdivision is against public policy,void,and unenforceable. 2079.24 Nothing in this arƟcle shall be construed to either diminish the duty of disclosure owed buyers and sellers by agents and their associate licensees,subagents, and employees or to relieve agents and their associate licensees,subagents,and employees from liability for their conduct in connecƟon with acts governed by this arƟcle or for any breach of a fiduciary duty or a duty of disclosure. AIR CRE.500 North Brand Blvd,Suite 900,Glendale,CA 91203,Tel 213-687-8777,Email contracts@aircre.com NOTICE:No part of these works may be reproduced in any form without permission in wriƟng. DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 California Sale/Lease Disclosures Property: California Natural Hazard Disclosures. California law requires the transferor and/or the transferor’s agent, as soon as practicable before the transfer/sale of real property, to disclose to any prospective transferee the fact that the property is located in the following: (1) A SPECIAL FLOOD HAZARD AREA (Any type Zone “A” or “V”) designated by the Federal Emergency Management Agency; (2) AN AREA OF POTENTIAL FLOODING shown on a dam failure inundation map pursuant to §8589.5 of the Government Code; (3) A VERY HIGH FIRE HAZARD SEVERITY ZONE pursuant to §51178 or §51179 of the Government Code; (4) A WILDLAND AREA THAT MAY CONTAIN SUBSTANTIAL FOREST FIRE RISKS AND HAZARDS pursuant to §4125 of the Public Resources Code, which will subject the owner of such property to the maintenance requirements of §4291 of the Public Resources Code; (5) AN EARTHQUAKE FAULT ZONE pursuant to §2622 of the Public Resources Code, and (6) A SEISMIC HAZARD ZONE pursuant to §2696 of the Public Resources Code. The transferor shall provide any prospective transferee with a Natural Hazard Disclosure Statement of the Property in a form sufficient to satisfy California law. Flood Zones. Many lenders require flood insurance for properties located in flood zones, and government authorities may regulate development and construction in flood zones. Whether or not located in a flood zone, properties can be subject to flooding and moisture problems, especially properties on a slope or in low-lying areas. Buyers/tenants should have their experts confirm whether the Property is in a flood zone and otherwise investigate and evaluate these matters. Earthquakes. Whether or not located in a designated earthquake fault or seismic hazard zone, all properties in California are subject to earthquake risks and may be subject to state and local earthquake-related requirements, including retrofit requirements. Among other times, water heaters must be braced, anchored or strapped to resist falling or horizontal displacement, and in sales transactions sellers must execute a written certification that water heaters are so braced, anchored or strapped (California Health and Safety Code §19211). Buyers/tenants should have their experts confirm and otherwise investigate and evaluate these matters. More information may be found in the California Commercial Property Owner’s Guide to Earthquake Safety, available at www.seismic.ca.gov. Fires. Properties, whether or not located in a designated fire hazard zone, are subject to fire/life safety risks and may be subject to state and local fire/life safety-related requirements, including retrofit requirements. Have your experts investigate and evaluate these matters. Hazardous Materials and Underground Storage Tanks. Due to prior or current uses of the Property or in the areas or the construction materials used, the Property may have hazardous or undesirable metals (including but not limited to lead-based paint), minerals (including but not limited to asbestos), chemicals, hydrocarbons, petroleum-related compounds, or biological or radioactive/emissive items (including but not limited to electrical and magnetic fields) in soils, water, building components, above or below-ground tanks/containers or elsewhere in areas that may or may not be accessible or noticeable. Such items may leak or otherwise be released. Asbestos has been used in items such as fireproofing, heating/cooling systems, insulation, spray-on and tile acoustical materials, floor tiles and coverings, roofing, drywall and plaster. If the Property was built before 1978 and has a residential unit, sellers/landlords must disclose all reports, surveys and other information known to them regarding lead-based paint to buyers/tenant and allow for inspections (42 United States Code §4851 et seq.). Sellers/landlords are require to advise buyers/tenants if they have any reasonable cause to believe that any hazardous substance has come to be located on or beneath the Property (California Health and Safety Code §25359.7), and sellers/landlords must disclose reports and surveys regarding asbestos to certain persons, including their employees, contractors, buyers and tenants (California Health and Safety Code §25915 et seq.); buyers/tenants have similar obligations. If sellers/landlords know of the presence of mold that exceeds permissible exposure limits or poses a health threat, they are required to disclose that information in writing (California Health and Safety Code §26140). For residential properties, all contracts for sale must include certain mandated disclosures regarding gas and hazardous waste pipelines (California Civil Code §2079.10.5). Have your experts investigate and evaluate these matters. Americans with Disabilities Act (ADA). The Americans With Disabilities Act (42 United States Code §12101 et seq.) and other federal, state and local requirements may require changes to the Property. All commercial property owners and/or lessors are required to state on every lease form or rental agreement whether the property has undergone inspection by a Certified Access Specialist (CASp), and, if so, whether the property has or has not been determined to meet all applicable construction-related accessibility standards (California Civil Code §1938). Have your experts investigate and evaluate these matters. Taxes. Sales, leases and other real estate transactions can have federal, state and local tax consequences. In sales transactions, Internal Revenue Code §1445 requires buyers to withhold and pay to the IRS 15% of the gross sales price within 20 days of the date of a sale unless the buyers can establish that the sellers are not foreigners, generally by having the sellers sign a Non-Foreign Seller Affidavit. Depending on the structure of the transaction, the tax withholding liability can exceed the new cash proceeds to be paid to the sellers at closing. California imposes an additional withholding requirement equal to 3 1/3% of the gross sales price not only on foreign sellers but also out-of-state sellers and sellers leaving the state if the sales prices exceeds $100,000. Withholding general is required if the last known address of a seller is outside California, if the proceeds are disbursed outside of California, or if a financial intermediary is used. Have your experts investigate and evaluate these matters. Property Inspections and Evaluations. Buyers/tenants should have the Property thoroughly inspected and all parties should have the transaction thoroughly evaluated by the experts of their choice. Ask your experts what investigations and evaluations may be appropriate as well as the risks of not performing any such investigations or evaluations. Information regarding the Property supplied by the real estate brokers has been received from third party sources and has not been independently verified by the brokers. Have your experts verify all information regarding the Property, including any linear or area measurements, the availability of all utilities, applicable zoning, and entitlements for the intended use. All work should be inspected and evaluated by your experts, as they deem appropriate. Any projections or estimates are for example only, are based on assumptions that may not occur, and do not represent the current or future performance of the property. Real estate brokers are not experts concerning, nor can they determine if any expert is qualified to provide advice on, legal, tax, design, ADA, engineering, construction, soils, title, survey, fire/life safety, insurance, hazardous materials, or other such matters. Such areas require special education and, generally, special licenses not possessed by real estate brokers. Consult with the experts of your choice regarding these matters. Initials: Initials: Date: Date: CONSULT YOUR ADVISORS – This document has legal consequences. No representation or recommendation is made by Broker as to the legal or tax consequences of this Agreement or the transaction(s) which it contemplates. This form is not intended to substitute for any disclosures the law requires that the parties make to each other. These are questions for your attorney and financial advisors. 1461 N. Blackstone, Fresno, CA 93728 DocuSign Envelope ID: 9CA9FD47-3FF0-404D-8E9A-BFC2B98FB0A5 12/3/202012/4/2020 BRICK WALL / BACK OF NEIGHBORING BUILDINGSVEHICLE ENTRANCE10'6' FENCE W/ BARBED WIREPROPOSED PARKING LOT EXIT95'20'43'(PROPOSED CUSTOMER EXIT)5'PROPOSED SLIDING EXIT GATE949'19'6'115'3'6' WOOD FENCE ADJACENT TO PROPERTY LINE PROPERTY LINEPROPERTY LINE10'14'NBUILDINGPROPERTY LINE PROPOSED 6' FENCE W/ BARBED WIRE EXISTING DRIVEWAY RAMP81'SIDEWALK57'GRASSPROPERTY LINE20'80'15'PROPOSED 6' CHAIN LINK W/ BARBED WIREEXISTING 6' CHAIN LINK W/ BARBED WIREEXISTING 6' METAL FENCEPROPOSED ADDITIONAL PARKING SPACES (20)EXISTING PARKING SPACES (5)BUILDINGGRAVELASPHALTENTRANCE / EXIT MAIN ENTRANCE / EXIT SLIDING ENTRANCE GATE 6' METAL FENCE DRIVEWAY RAMP8'100'CONCRETESIDEWALK05'10'25'50'BLACKSTONE AVEPINEST 1461 N BLACKSTONE AVEFRESNO, CA 93703APN:451-134-16DISTRICT 1ZONE: NMX 0 Rhombus Partners, LLC. Business Plan Prepared For: City Manager’s Office Office of Cannabis Oversight 2600 Fresno St., Rm. 2064 Fresno, CA 93721 1 Table of Contents PROFESSIONAL SUMMARY .......................................................................................................................................................................8 SKILLS ...................................................................................................................................................................................................8 WORK HISTORY .....................................................................................................................................................................................8 EDUCATION ..........................................................................................................................................................................................8 ACCOMPLISHMENTS ..............................................................................................................................................................................8 CERTIFICATIONS ....................................................................................................................................................................................9 1.4 Pro Forma Statement & Market Analysis ...................................................................................................................................10 Market Analysis ............................................................................................................................................................................11 Construction Budget ......................................................................................................................................................................12 1.5 Hours of Operations & Opening/Closing Procedures ..................................................................................................................13 Hours of Operations ......................................................................................................................................................................13 Opening Procedures ......................................................................................................................................................................13 Closing Procedures ........................................................................................................................................................................17 1.6.1 Day-to-Day Operations ............................................................................................................................................................20 I. Customer Check-In Procedures ...................................................................................................................................................20 II. Security Protocols for Receiving/Loading of Distributor and Delivery Vehicles ............................................................................25 III. Point of Sale .............................................................................................................................................................................26 IV. Estimated Number of Customers Per Day .................................................................................................................................29 V. Product Merchandise & Percentage of Sales.............................................................................................................................29 VI. Delivery Procedures ..................................................................................................................................................................31 2 Rhombus Partners, LLC. Dba Rhombus Overview Rhombus Partners, LLC. is organized as a Limited Liability Company in the State of California. The articles of organization for Rhombus Partners, LLC. were filed with the Secretary of State of California on November 21, 2020. Rhombus Partners, LLC. is a vertically integrated cannabis company, seeking a license to operate a Cannabis - Retail store that will engage in the sales of cannabis and cannabis infused products within the City of Fresno. Rhombus will improve the quality of our customers’ lives by provi ding therapeutic cannabis products and holistic health services to interested customers. Rhombus Partners, LLC.’s mission is to provide the highest quality, state-compliant cannabis through a safe, consumer friendly Adult -Use cannabis retail store. Our team of business leaders and cannabis entrepreneurs have over 30 years of combined expertise in cannabis production, economic development, government & political affairs, and real estate development. We are determined to increase community awareness of the therapeutic benefits of cannabis, reducing the stigma associated with use of cannabis for health purposes, and expand access to this important medicine for the groups who need it most- seniors, veterans, and low income patients. From seed-to-sale, we embrace industry best practices. We will work in alliance with hundreds of statewide partners, who share our desire for providing the absolute highest quality cannabis products for the lowest cost. We are excited at the prospect of bringing all that we have learned as growers, advocates, business professionals, and community members to participate in opening a world-class dispensary in the City of Fresno. We are confident that the trust and relationships th at we have cultivated throughout our careers can be leveraged to provide incalculable benefit to our community. Rhombus Partners, LLC. will deliver on our mission with a focus on legally compliant, financially sound and community responsive operations. We will use the diverse backgrounds and combined experience of our team of highly skilled professionals in cannabis education, business operations, and compliance to manage all aspects of this highly regulated business with consumers’ needs and safety in min d. Rhombus Partners plans, as detailed within this application, represent a realistic and achievable vision of a top - choice cannabis retailer that will undoubtedly raise the bar for cannabis providers in the Central Valley. Objectives Rhombus has identified several business goals: • Design, build, and operate a sustainable enterprise that will be cash flow positive and provide opportunities to give back to the community. • Provide alternative health and wellness services to improve the lives of our communit y members in Fresno and the surrounding areas. • Leverage previous experience to create benchmarks for excellent dispensary operations within City of Fresno. • Hire local employees who are motivated, educated, and actively contribute to a good working atmosphere for customers and other employees. 3 • Develop and maintain a loyal customer/member following. • Provide living-wage employment opportunities and create a positive work environment. • Improve understanding and education about the medicinal benefits of medical cannabis Mission Rhombus is dedicated to providing qualified customers with safe and convenient access to scientifically tested medical-grade cannabis. Rhombus is committed to providing the community with alternative health resources in a professional and compassionate environment by offering free and low -cost holistic health and wellness services to the people in need. Rhombus will ensure that customers who enter our dispensary will experience a feeling of community, belonging, and wellness. We strive to serve our community through charitable community events and services. Vision Rhombus Partners, LLC. envisions a community-oriented cannabis dispensary that provides customers in need of safe access to high quality cannabis products, holistic wellness services, and education resources. We foresee Rhombus serving as an equitable leader in the community by conducting outreach activities that serve the needs of our customers, employees, and members of our community in Fresno and the surrounding areas. We strive to be recognized as a good neighbor to residents and businesses by e ngaging city and municipal leaders and serving as an example of a responsible cannabis products and services provider. Core Values Rhombus believes in: • Compassion – serving our customers professionally with understanding of their needs in a clean environment where they feel safe and secure. • Responsiveness – in our dealings with customers, employees, lenders, and our community. • Transparency – regularly auditing inventory, sales, and financial data with our CPA. • Community Service – conducting varied and ongoing outreach activities to serve the needs of our customers and others in our community. Key to Success Rhombus’s important keys to success include: • Self Service, Duty, Respect: Rhombus’s team is unparalleled in our commitment to meeting the needs of the community and sees our operations as a way to fulfill our principals’ civic responsibility to respectfully care for the health and well-being of our neighbors. This philosophy will serve Rhombus well in establishing a strong presence as a community resource and ensuring sustainability over time. • Industry Experience: The diverse backgrounds and combined experience of Rhombus’s team of highly skilled professionals in project management, finance, cannabis production, and compliance make it possible to confidently enact best practices and organizational plans. • Strong Financial Controls: Rhombus will conduct business in a transparent manner that is compliant with all regulations and Generally Accepted Accounting Principles. Rhombus will manage all resources according to the highest standards for organizations within the Commercial Cannabis Industry. These practices will minimize the number of risks associated with operating a dispensary and will support long-term sustainability. • Community Support: Rhombus has shared with community members our plans for bringing high quality products and services to the Fresno community, and have articulated a firm commitment to being an upstanding member and resource for the community. Rhombus has heard strong support for our efforts and encouragement from the community to pursue our plans. This community s upport will be critical to positioning within the cannabis marketplace and also to ensure the long -term success of the organization. 4 • Strong Operational Partnerships: Rhombus is partnering with several leading experts and compliant vendors to ensure access to high-quality, safe cannabis products. • Outstanding Brands: High-quality brands and product lines will be offered at Rhombus locations. Organizational Commitments Rhombus is committed to: • Providing the community with alternative health resources in a safe, professional environment where all people are treated with respect, compassion, and care. • Operating with complete adherence to state and local ordinances, and maintain a solid working relationship with all government authorities, including law enforcement officials. • Improving the local economy by creating jobs, generating income, and multiplying our financial investments within the community. • Serving our community through charitable com munity events and services. • Being a good neighbor to residents and businesses • Bring legitimacy to the cannabis industry by acting with the highest level of integrity, strictly adhering to regulations and by promoting the clinical efficacy of cannabi s products. • Provide the highest quality of cannabis, service, education, and experience to our customers. We are passionate about enhancing the life of our customers and giving back to the community where we operate. • Bring the community together to share ideas, solve problems, build relationships, and discover ways to rebuild social equity and capital. 1.1 Owner Qualifications Frank Voelz Shortly after graduating from Clovis High School in 2001 Frank moved to Humboldt County to pursue not only his college education but also a career in the burgeoning epicenter of the medical cannabis industry at the time. While pursuing his B.S. degree in Environmental Science at Humboldt State University, Frank worked as a sales associate at Humboldt Hydroponics where he gained a working knowledge of cannabis growing practices and equipment from the preeminent growers in the world at the time. He developed relationships with some of these growers and began working on different farms for both indoor and outdoor cultivators. By 2005 Frank had formed his own medical cannabis collective under CA Prop 215/SB420 and began his own cultivation operation. During this time Frank developed business relationships with medical cannabis retailers throughout California. To this day Frank maintains a strong network of licensed cultivators and retailers throughout the state from his many years in the industry and continues t o offer consultation services to licensed cultivators in Central California. By 2013 the legal landscape began to change within the Humboldt County medical marijuana industry, making it difficult for cultivators to stay in compliance with changing local and state laws around medical cannabis. Frank then decided to let the dust settle in the regulated cannabis industry and opted to apply his trade skills and horticulture knowledge in legal commercial agriculture. Frank moved his family back to Fresno County to pursue employment in the Valley’s agriculture industry. Frank's skill set quickly landed him a job with Neil Jones Food Co., one of the largest food processors in the Central Valley. In this role Frank managed agricultural operations a cross 15,000 acres of tomato production. Last year Frank took a similar job managing agricultural operations for the country’s largest fresh garlic producer, Christopher Ranch, LLC. In this role Frank manages the planting, growing, and harvesting 5 operations for the company across 6,000 acres in the Central CA. His time in the food production and agriculture industries has allowed him to grow accustomed to working within and navigating complex, multi - layered regulatory environments. By 2016, not long after Frank began his career in commercial agriculture in the Central Valley, his leadership, communication skills, and professionalism were quickly recognized and he was elected Chairman of the Agricultural Production Committee for the California League of Food Producers in Sacramento, CA. Committee members include representatives from many of the largest food and beverage companies in the State. Frank was elected Chairman for three consecutive years from 2016-2019 before stepping down to afford himself more time to pursue his ambitions in the cannabis industry. Frank has garnered the respect of his peers through his work ethic and job performance throughout his time working in the agriculture and food production. Industries known for complex regulations, long hours, and high-paced work environments. Frank is eager to show that his team is ready bring their professional skills to Fresno and help to bring a level of much-needed professionalism and respect to our local cannabis industry. Frank Voelz 10 1.4 Pro Forma Statement & Market Analysis 11 Market Analysis It is estimated that Rhombus will generate a total $7,220,000 in gross sales during its first year of operations. User assumptions show that California has a 12% population, or near 5 million people that use cannabis products frequently. If we can assume that the population of cannabis users within the County of Fresno is 4% of the total population of 999,101, that signals a market population of 39,964 county residents that frequently use cannabis in some form. If we are to evenly distribute the user population across the 14 retail locations through out the city, each dispensary would have a membership base of 2,785 people who are consistent shoppers. We believe that our four percent estimate is a modest projection. This year, New Frontier Data reported the average consumer basket size for patrons in legal states, showing that California’s consumer is spending up to $69.00 on cannabis products each time they visit a dispensary. The low-end estimate was $57.00 per visit. If we calculate the Gross Revenue ($7,220,000) figure into twelve months, it generates a monthly gross revenue of $601,666, or $20,055 per day. At $20,055 per day divided by the average consumer basket size of $69, this equates to 290 shoppers per day. Rhombus will be open to the public for 10 hours per day, from 10:00 am to 8:00 pm. This means that Rhombus would service up to 29 in-store and home-order customers per hour. Rhombus is proposing delivery services in support of the surrounding area. New Frontier Data also shows that the California Cannabis market is expected to generate up to $8 billion by 2024. Last year, the California cannabis market sold $3 billion, showing significant signs of year of year growth since 2016. With the City of Fresno being the 5th largest metropolitan area in the state, and only 30% of the municipalities regulating cannabis sales, we expect local sales to increase alongside state projections. Additionally, the Bureau of Cannabis Control has increased enforcement efforts against the illicit market, which allows for licensed entities to capture a greater share of demand each year. This is representative of the alcohol prohibition era. We also believe that the efficacious value of cannabis and its manufactured products are becoming of significant interest to most Americans seeking a therapeutic a lternative that is backed by science. The understanding of cannabis as a medicinal product is a big deal for the San Joaquin Valley. Throughout the valley people are suffering from chronic disease more than any other population in the state. This is due to bad air, foul water, urban sprawl, unsafe places to play, food deserts, and bad health habits that impact daily life. Cannabis is and will continue to be an alternative solution for residents dealing with cancer, diabetes, arthritis, depression, anxiety, PTSD, stress, insomnia, epilepsy, and indirect illnesses that stem from obesity. There is a long list of ailments that have been found treatable in some form. Our location has excellent visibility on N. Blackstone Ave, centered along the Blackstone Corridor. The proposed facility is just a few minutes from the Highway 180, with over 37,000 vehicles passing by each day. Additionally, Fresno becomes a temporary home and shopping area for annual tourists who spend about $1 billion in the county each year. 12 We believe that our modest customer traffic and spending estimates align with our projected gross revenues, and are fairly accurate. Construction Budget Rhombus estimates that it will cost $252,950 for the development of the proposed site. During the first quarter of Year 1, Rhombus estimates a Gross Profit of $1,303,635, SG&A Expenses totaling $545,830, justifying an Operating Income of $757,805. The annual projection for Year 1 is factored in at a Gross Profit of $5,214,542, SG&A Expense totaling $2,183,322, justifying an Operating Income of $3,031,220. Local taxes to be accounted for in the first year are estimated to reach up to $858,458. Going forward, Rhombus estimates an average Growth Rate benchmark of 15-30%. With access to over $1,500,000 in investment capital, and our estimated $757,805 of Operating Income in the first quarter, we strongly believe that our funding efforts will support the proposed retail operation for the entire starting year. Construction Job Estimated Cost Concerete Floor Finish 12,000.00$ Wood Floor Finish $8,700 Frame, Walls, and Doors 11,500.00$ Kitchen 7,000.00$ ADA Compliant Bathrooms 15,750.00$ Interior & Exterior Paint 12,000.00$ Fencing 15,000.00$ Asphault/Parking Lot Expansion 25,000.00$ Interior Lighting 10,500.00$ Exterior Lighitng 8,000.00$ Security & Fire Systems 70,000.00$ Riot Proof Windows 5,000.00$ HVAC and Odor Mitigation Equipment 8,000.00$ DEA Cage 6,000.00$ Safe (800 lb./1 hour fire rating)1,500.00$ POS Stations and hardware 9,000.00$ Display Cases 8,000.00$ Furniture & Accessories 15,000.00$ Plants and Trees 5,000.00$ Total Estimated Cost for Construction 252,950.00$ 15%Annual Growth Rate 4%Local Tax Rate 7.89% Local Sales Tax Rate 15.00% State Excise Tax Rate 26.89%Total Cannabis Tax 29.84%State and Federal Income Tax 56.73%Total Taxes 13 1.5 Hours of Operations & Opening/Closing Procedures Hours of Operations The Rhombus Facility will operate with its personnel during normal business hours seven days a week, with open business hours of 10am-8pm. Rhombus will ensure appropriate/increased staffing and work hours as the Facility operations grow. Rhombus will operate on a multi -shift schedule, 9:00 am to 9:00 pm, seven days a week, with janitorial services and maintenance taking place on an as-needed basis and under direct staff supervision. Rhombus will consider incorporating extended business hours on an as needed basis pending business growth and as government regulations permit. Management encourages staff to conduct their work courteously and minimize any possibility of disturbance they may cause to our neighbors while entering and leaving the facility. Keeping these hours will ensure that noise and traffic associated with the proposed retail operations are minimized and will blend in with noise and traffic associated with neighboring businesses. Rhombus will update hours and employee conduct procedures to remain in compliance with the law and to address any concerns expressed by the public that may arise. Opening Procedures Manager: Opening Process 14 Dispensary Associate: Opening Process This process outlines Dispensary Associate responsibilities at opening, with a focus on the bud room. 1) Turn on all computers and navigate to Meadow POS 2) Turn on any other tech including sound system/music, TV’s, product display monitors, kiosks. 3) Go to the manager and get your drawer. Dispensary Associate will meet the manager in the secured vault/storage area to collect drawer. a) Count your drawer to ensure the correct starting denomination. 15 b) If you need any change, inform the manager. c) Put your drawer into your till. d) Assign the drawer to yourself in Meadow POS. e) Log into Meadow POS on your computer. 4) Each morning Dispensary Associates will bring products out to the sales floor. Dispensary Associate will collect cannabis flower, pre -rolls, concentrates, edibles, topicals, tinctures, and sublinguals from secured storage area where products are stored overnight. Stock product in locked display cases in the center of the sales floor, inside the POS counter/display stations, and wall displays behind the POS counters. 5) Ensure all products are stocked based on expected sales for that day. Aim to have enough product stocked to get you through at least mid -day. Be sure to transfer the inventory in Meadow or ask the manager for assistance with this task. 6) Refresh bud pods. If jars were cleaned the night before, fill and label as appropriate. If not cleaned, ensure the flower is fresh, fragrant, correctly labeled, and free from dust/debris. 7) Dispensary Associates will assist inventory managers with auditing/counting inventory . Each day Dispensary Associates will set a task in their employee software system , that includes checking with the inventory manager on what needs to be counted that day. 8) Ensure the checkout area is clean, tidy, and well-stocked. Restocking supplies are in the breakroom and secured storage area. Be sure to check specific items such as cleaning and sanitizing products, receipt printer paper, and other supplies a) We recommend not taking out trash when the doors are locked, so wait until about one hour after opening, or a dedicated time in the afternoon, to bring trash out to the dumpster. Use the buddy system. 9) Ensure the bud room is clean and tidy. Spot clean any areas missed by closing staff. Be sure to focus on POS stations, high touch surface areas, display centerpiece. All surface areas must be wiped down at opening and closing. If necessary, Dispensary Associates will be required to mop the sales floor area and du st for any residues. 10) 15 minutes before opening, you must be done with opening tasks and ready to start helping customers. Ensure your employee badge is visible. 11) Throughout the day: a) Package up cash into appropriate bundles to make it easier to count at the end of the shift or at closing (1’s = $25; 5’s = $50; 10’s = $100). b) Sanitize regularly as outlined by your regional and business’s COVID protocols. c) Clean and tidy the bud room and check out area as time allows to make the closing cleaning process smoother. Receptionist: Opening Process This process outlines reception/front desk staff responsibilities at opening, with a focus on the waiting room. 16 1) Visually inspect the front desk/waiting room area and note immediate tasks to complete before customers start arriving. 2) Turn on the front desk computer. Log into Meadow and other operating systems. 3) Make sure all tech is charged and ready for use. If not, plug it in immediately. 4) Check trash cans, water stations, coffee stations, and refill, as necessary. a) We recommend not taking out trash when the doors are locked, so wait until about one hour after opening, or a dedicated time in the afternoon, to bring trash out to the dumpster. Use the buddy system. 5) Check chairs, furniture, and magazines/educational materials. Spot clean and straighten as necessary. 6) Tidy, refold, or restock merchandise or other non-cannabis items for sale in your waiting area. 7) Restock front desk cleaning and sanitation supplies. 8) Fifteen minutes before opening, you must be done with opening tasks and seated at the front desk. Ensure your employee badge is visible. Process for Entering the Building – All Staff 1) Opening manager arrives. Drive around the building to make sure nothing looks suspicious. 2) If the exterior of the dispensary looks ok, park in the employee parking section on the North West corner of the parking lot. If you spot something suspicious, inform security personnel and contact local law enforcement. 3) General Manager unlocks the door and enters the building with security personnel monitoring the exterior of the building . 4) General Manager immediately locks the door after entering. 5) General Manager disarms the security alarm system. 9) Employees will clock in, securely store personal belongings, and get started on opening procedures by job type. Employees can store personal belongings in their assigned lockers in the break room. 17 Closing Procedures Dispensary Associate: Closing Process This process outlines Dispensary Associate responsibilities at closing, with a focus on the bud room. 1) If it’s not busy, begin closing drawers one at a time. a) Dispensary Associates on closed drawers will count their drawer, then begin closing duties, focusing on back of house duties to not disturb customers. b) Dispensary Associates still serving customers are expected to provide great service, but aim to get all customers out by closing time. 2) Count drawers and submit for review: a) Within Meadow, select “Drawers” > “Details” > Submit for Review. b) Manually count your drawer’s final cash totals down to zero. Enter each coin and dollar denomination. c) Add relevant notes. d) Select “Submit Drawer for Review.” e) The closing manager will verify and close the drawer. 3) Divide up closing duties. a) Lock up every product for the evening. b) Empty and clean bud pods. Compliantly dispose of old flower or safely secure fresh flower while cleaning the containers. Clean the containers with alcohol and set out to dry (the opening staff will restock the flower in the clean/dry containers in the morning). c) Ensure the check-out area is clean, tidy, and well-stocked i) Knock the kief out of keyboards, especially if you do bulk bud, using canned air. d) Ensure the bud room is clean and tidy. The evening staff cleans the store (opening staff will tidy and spot clean where necessary). e) Do multiple walk-throughs of the store to make sure no messes remain, and that no products are hidden somewhere. 4) Log out of Meadow and turn off all computers. Plug in any devices that need to be charged. 5) Turn off any other tech. Receptionist: Closing Process This process outlines reception/front desk staff responsibilities at closing, with a focus on the waiting room. 18 1) If it’s not busy, begin closing cleaning/tidying tasks as appropriate. Receptionist will begin cleaning the lobby area, waiting room, conference room, and front desk areas. Security personnel can assist with checking in any last-minute customers while the receptionist begins their cleaning tasks. At closing time, the manager will come lock the front door. 2) After all customers have been served, check Meadow and make sure no customers are left waiting in the queue. 3) Tidy and fold merchandise or other non-cannabis items for sale in your waiting area, if applicable. 4) Tidy chairs, furniture, and magazines/educational materials. Sweep/vacuum floors, with special focus on entryway rugs. Wipe down any cust omer-facing surfaces including countertops, pens, door handles, furniture, etc. a) During the closing hour, Trash will be taken out before the doors are locked, or a dedicated time in the late afternoon, to bring trash out to the dumpster. Use the buddy system. 5) Close out of all computers, plug in anything that needs to be charged. 6) Wait for all closing staff to complete their duties and meet in the lobby. Manager: Closing Process This process outlines manager responsibilities at closing, with a focus on back of house. 1) Prior to closing, start doing closing tasks. a) Exchange tips. Count small bills or change and swap out for larger bills from a drawer. b) Divvy up tips. Rhombus’s tip policy is (TBD) but will include who counts/splits tips, how tips are split by Dispensary Associate, etc. c) Closing Manager will assign closing duties. Manager will distribute a closing checklist for all closing staff. Eventually, Dispensary Associates will know what to do without supervision, and management will be tasked with reflect checking to make sure all closing tasks are completed. d) Manager and staff will bring in any outdoor signage, if applicable. Closing Manager will notify Security Personnel and monitoring and clearance of the facility premise before pulling in signage. Manager and staff will always use the buddy system. 2) At closing time, lock the front door and turn off the Open sign. The last customer inside of the lobby will be allowed to continue with their shopping experience. Any customers outside will be turned away. Rhombus Facility will close on time at 8:00 pm sharp. Manager or Security Personnel must lock the doors. 3) Manager and/or Security Director will contact Safe and Sound Security to notify them that the facility is closed with a total head count of customers and employees that still 19 remain in the building. Safe and Sound Security will closely monitor the exterior premise and surrounding areas, and the internal closing activity to ensure safety at all times. 4) Security Personnel and staff will stay up front and let out any customers who are still shopping at the time of closing. 5) After the last customer leaves the store, designated staff and management will conduct a store security check, making sure no customers remain anywhere in the facility. The must check all (14) areas of the building. 6) Security Personnel will continue to closely monitor the cameras to look for anything suspicious. 7) Reconcile all drawers. Note: Some drawers may be closed and reconciled prior to closing if it is slow. a) Dispensary Associate informs the closing manager that their drawer is ready for review. The Dispensary Associate will take their door into the counting room (Vault) and have the Closing Manager verify accuracy of the reconciled drawers. Two people must always count and verify cash and inventory for accuracy and security purposes. b) Review the counts and notes submitted by the Dispensary Associate into Meadow. Compare the expected cash with the actual cash and look for over/unders for debit or cash. i) If totals match, close the drawer and lock it ii) If totals do not match, recount and update totals and reconcile the difference Reconciliation procedures will be provided upon request. c) Count out your daily starting amount for each drawer for the morning shift. Put in secure bags in the safe. d) Put empty drawers back in the till, and leave the till open. We recommend this so that if someone breaks in, they will not destroy your till trying to get to the drawers. Let them see the drawer is empty. 8) Verify that all drawers are closed in Meadow. Note: If you don’t close all drawers, you won’t be able to run the End of Day PDF Report. 9) Run your EOD Sales PDF Report in Meadow to help verify drawer totals and find discrepancies. 10) [Metrc states only: Upload your daily sales to Metrc.] 11) Count the safe and record totals. Keep the safe open for as short a time as possible. Manager will count previous cash, daily cash, drawer totals for the morning, and inventory reconciliation. If your safe has a delay, account for that here. We recommend only opening the safe once at closing. If Dispensary Associates count down drawers prior to close, you can store that drawer in a vault/locked room and then do all cash tasks at once. 12) All closing employees leave at the same time. 20 13) Send a closing note via email to the opening manager. We recommend passing on information about problem customers, any issues that occurred that night, changes to orders, if a customer is coming back the next day for a return, etc. Process for Leaving the Building: All Staff 1) Clock out and grab personal belongings. 2) Security contacts Safe and Sound Security to notify them of leaving staff, and to closely monitor their activity, the perimeter of the facility and parking lot to ensure safety. Once ok’d 3) Closing manager and Security Personnel lets employees out. First check cameras to make sure no one is outside. Immediately lock the door behind them. Security Personnel will inspect the parking lot for unusual activity and then begin to escort closing staff to their vehicles. 4) Once all employees are lined up and ready to leave the premise, security personnel will contact Safe and Sound Solutions to notify them of the security gate being o pened via a card reader. 5) Employees will then exit their vehicles off of the property. No employees are to leave alone. 6) Closing manager and Security Personnel leave together. 7) Closing manager and last employee to leave: a) Does a final visual inspection of the interior of the store, confirming all products are put away and all areas are clean. Turn off all lights, leaving one set of lights on until it is time to exit the building. All interior and exterior safety lights, cameras, motion sensors and alarms will be left on overnight. Check the camera to make sure no one is outside. b) If all clear, activate the alarm c) Turn off the remaining lights, lock the door, and step outside. d) Confirm that the door is locked. e) Closing manager and security personnel walk quickly and directly to cars. f) Security personnel drives around the building to confirm nothing suspicious and both employees drive away together. 1.6.1 Day-to-Day Operations I. Customer Check-In Procedures Process for Greeting Customers/Patients This process starts the moment a customer or patient enters your dispensary. 21 1) Customer enters the dispensary property from the North East side of the premise off Blackstone Ave, and chooses from one of the 25 parkin g spaces available to park their vehicle. 2) The customer is greeted at the front door by Security Personnel with, Hi there, “Welcome to Rhombus,”. 3) The customer is directed to the check-in/reception desk for verification of identification. 4) Receptionist verbally greets the customer within 2-3 seconds. a) If there is a line to check in, say Hello, Welcome to Rhombus, Please step in line and I’ll be with you momentarily.” b) If there is no line, the customer steps up to check-in/receptionists’ desk to verify identification. Check in Process Using Meadow Greet App (Optional) This process starts the moment a recreational customer and/or medical patient is ready to be checked into the dispensary. 1) Customer steps up to check-in counter 2) Receptionist verbally greets the customer within [insert time, like 2 seconds], and says [enter your preferred, on-brand way to greet customers, like “Welcome to Dispensary Name. Could I please see your ID and/or med card?”] c) [Recreational] Customer hands receptionist thei r [enter state-specific approved identification information, like ID or passport.] d) [Medical] Patient hands receptionist their ID and medical card [enter other state - specific approved identification/medical card information if necessary.] 5) Receptionist logs into Greet using their Meadow username/password (if not already logged in). 6) Receptionist looks at the ID/med card to verify age and authenticity, [if you are in a state with purchase limits within a time frame, add information about checking customer purchase availability before checking them in], then checks the customer in using one of three methods [edit this section to include only your preferred methods]: a) Scan the ID barcode using the Nug scanner device (recommended) or use the camera to scan the ID barcode. i) Hold the Nug 6-8 inches away from the barcode on the bottom of the back of the ID (look for the 2d/complex barcode). ii) Click one of the side buttons on the Nug sled and scan the light over the barcode. iii) Listen for a beep and look to see that the customer’s information loads on the screen. Note: If the Nug scanner is not functioning, tap the plus sign in the lower right corner of the screen. The camera will open with a white box over the screen. Center the white box over the 2D barcode to scan it. 22 iv) You will either see “Welcome Back” if they are a returning customer, or “New Customer” if they are new. (1) [Recreational] Customer name, date of birth, and Rec will automatically populate a new customer profile. (2) [Medical] Patient full name, date of birth, state of residence, Med ID, and Med ID expiration are required when creating new Med profiles. b) Use “Look up customer profile” within Greet to search for an existing customer profile. i) Tap “Look up customer profile.” Select “REC” or “MED.” Type in at least 3 characters to search for an existing customer. ii) Cross reference the DOB on the customer’s ID to verify it’s the right profile. iii) Once verified, tap into the customer profile, and select “Check in as REC Customer” or “Check in as a MED Customer” to add them to the queue. c) Create a new customer profile manually. i) Tap the plus sign in the lower right corner of the screen. ii) Tap “Create New Profile Manually.” (1) [Recreational] Make sure “REC” is selected. Enter the customer’s full legal name, state, and date of birth. (2) [Medical] Tap “MED,” enter the patient’s full legal name, state of residence, date of birth, Med ID, and Med ID expiration. iii) Select “Save & Check In.” 7) If the customer has been flagged as a potential risk to your dispensary in the past, you will be notified on the app. 8) If the customer is new, or information has changed for a returning customer, edit their profile, and tap “Save.” a) Add them to your loyalty program by adding the customer’s phone number. b) Add the customer to your pre-set customer groups (if applicable). c) Add “Customer Sources” information (if applicable). 9) Check them in and add them to the queue. a) [Recreational] Tap “Check in as Rec Customer.” b) [Medical] Tap “Check in as Med Customer.” 10) Receptionist tells the customer to take a seat in the waiting room until they are called by a Dispensary Associate Check in Process Using a Tablet/Desktop 1) Customer steps up to the check-in counter. 2) Receptionist verbally greets the customer within 2 seconds, and says “Welcome to Rhombus Dispensary”. 23 a) [Recreational] Customer hands receptionist their b) [Medical] Patient hands receptionist their ID and medical card 3) Receptionist looks at the ID/med card to verify age and authenticity. 4) Receptionist logs into Cashier using their Meadow username/password (if not already logged in). There are three options of checking in the customer: a) If the customer is returning and has an existing profile, use the “Find by name” feature in the upper left corner. Search using the customer’s legal name. Verify it’s the correct profile by cross referencing the date of birth on the customer’s ID. Click “Check In” to add them to the queue. b) If the customer is new, click “New Profile” in the lower left -hand corner. i) [Recreational] Select “Create New Profile” under “Rec Customer.” Add their full legal name, date of birth, state information. ii) [Medical] Select “Create New Profile” under “Med Customer.” Add their full legal name, date of birth, state, and Med Card info. iii) Click “Save & Check In” to add them to the queue. Customer Movement Process This process outlines how customers/patients go from check -in to transaction, including where they wait. 1) After completing check in, the receptionist tells the customer/patient where to wait, and gives an estimated wait time if available. 2) The customer/patient must stay within the waiting area 3) The customer/patient is only able to access the sales floor after being checked in. The customer/patient must wait to be called back before entering. 4) Once the customer is called back onto the sales floor, they will travel from the waiting room to the Entrance Port where Security Personnel will unlock the door via a buzz -in system, the customer will enter, and the door closes behind them. 5) Once the door closes, they will be buzzed into the sales floor where they will be greeted by Dispensary Associate staff. “Hi Welcome to Rhombus, what brings you in today?”. 6) Customers will be impressed by the Feng Shui décor, meditative atmosphere that Rhombus takes pride in offering to each individual experience. They will be immediately introduced to the array of products found in the modern/natural display cases made of wood and tempered glass, located in the middle of the sales floor. There are six (6) POS Stations that are built out of fine wood with glass inserts that will display a variety cannabis product. Behind the POS stations will be wall displays with digital monitors that show daily specials, existing inventory, and therapeutic facts on all products. Customers will be able to engage with our knowledgeable Dispensary Staff and Education Counselor to learn about the variety of products, their use, effects, and recommendations. 7) Once the customer has completed their shopping, a Dispensary Associate will ring up the transaction, package the product in a compliant exit bag, and escort them through the exit 24 port that leads back onto the lobby floor where the customer will use the main exit to get back to their car in the parking lot. Order Ahead Process This process outlines how to check in customers/patients who are picking up and paying for orders made ahead of time. 1) Make sure that the order is in the “Ready” column within Meadow Cashier. You will not be able to pair a customer with an order that is not ready. 2) Follow the typical greeting, new customer set up, and ID/med card verification steps as customers/patients arrive. 3) Instead of checking in the customer/patient as you norm ally would, select “Order Pick Up.” 4) Find the customer/patient’s name in the list of orders, select their name, and select “Check in Order.” 5) You will be directed back to the main queue and will see the name at the top that reads “Order Pick Up.” The order is now paired. 6) The next available Dispensary Associate will meet the customer/patient, take them back to the terminal, and process the transaction as usual, including adding specials. Managing the Queue Process This process is for maintaining and updating the queue of checked in customers/patients. This is important for accurate reporting of average wait time. 1) Once a customer/patient is checked in, their name automatically appears in the list of checked in customers, called the queue, on the main screen of Greet. Note: Order ahead customers/patients always go to the top of the queue. 2) All active customers/patients in the queue have an associated wait time. 3) To edit a customer/patient, select their name. This directs you to their profile. Update the applicable information, or add customer notes or flags, and “Save.” 4) To remove a customer/patient from the queue: a) Select their name. This directs you to their profile. Choose “Remove from Queue.” To remove the customer from the queue view, slide your finger across a customer’s name in the queue to the left. This gives two options: “Left Store” and “Flag.” Select “Left Store” to indicate that the customer/patient has left and should no longer be in the queue. b) Select a reason why the customer/patient left the store. If “Other” is selected, a text box will appear. Describe the reason. Tap “Remove.” 5) Customers/patients will be automatically removed from the queue once they start building their cart with a Dispensary Associate. Completed the Customer Shopping Experience 25 1) Once a customer/patient is checked in, their name automatically appears in the list of checked in customers, called the queue, on the main screen of Greet. Note: Order ahead customers/patients always go to the top of the queue. 2) All active customers/patients in the queue have an associated wait time. 3) To edit a customer/patient, select their name. This directs you to their profile. Update the applicable information, or add customer notes or flags, and “Save.” 4) To remove a customer/patient from the queue: 26 III. Point of Sale Point of Sale Software Meadow builds software solutions for California’s cannabis industry. In 2014, the company launched getmeadow.com, an on-demand directory connecting patients and consumers to dispensaries for quick and reliable cannabis delivery. The following year, Meadow bec ame the first Y-Combinator company to operate in the cannabis space. In 2016, the company launched Meadow Platform, a SaaS platform built from the ground up for California cannabis retail and delivery. Meadow has become an all-in-one dispensary POS solution. Meadow’s robust & compliant point of sale software will allow Rhombus’s retail and delivery operations to sell, track, organize, analyze, and reward within one integrated point -of-sale system. Meadow’s POS and delivery solution is designed for speed, volume, safety, and profitability. Our all-in-one platform has the tools Rhombus needs to run and scale our business while saving time, increasing revenue, and staying compliant with local and state regulations. Meadow’s smart integration gives us additional flexibility to reduce human err or and fix mistakes before sending reports to the state. Meadow POS systems are 100 percent compliant with METRC, California’s Cannabis Track-and-Trace System. Meadow’s system can reduce manual labor, save time and money by syncing real-time inventory updates across Rhombus’s website menu, in- store menu, delivery menu, pick-up menu, and online menus such as Weedmaps and Leafly. 27 Meadow’s POS systems gives Rhombus an opportunity to engage customers, build loyalty, and stand out from the competition with an experience that is fast, smooth, and true to our brand. Additionally, we can add modular options for floating sales staff and an open -floor experience. More sales channels can be created through Meadow’s services, allowing Rhombus to seamlessly manage in-store, online, delivery, and pick-up sales all from one centralized dashboard, giving us the ability to expand our market, delight our customers, and create additional revenue streams. Rhombus aims to set itself apart from the competition and establish a cannabis retail company with a strong reputation. We believe that the cornerstone of any popular cannabis retailer is a POS system that offers powerful tools to help streamline operations and empower our staff and customers. A state-of-the-art POS system can eliminate the tedious task of manually keeping track of our inventory including different batches of cannabis flower, concentrates, tinctures, sublinguals, and edibles. As our dispensary grows, we want to spend more time interacting with customers, educating on new products, and less time crunching numbers. Rhombus chose an efficient cannabis POS system that provides real -time menu updates, notifies us when stock is low, and can integrate seamlessly with our website listings like Weedmaps. Barcode scanners allow every gram to be traced from the moment it enters our inventory to the moment the transaction is completed. Our Meadow POS system of choice will keep Rhombus in compliance with local and state regulations, prevent loss and save hundreds of man hours that can be effectively used on the sales floor. Our advanced Meadow POS system contains an integrated loyalty program for our customers. Every customer profile will reflect the number of visit’s made to our dispensary and digitally log loyalty points and store credit with every purchase. Upon check -out, our staff can inform customers of their loyalty rewards, giving them an option to use them towards their purchase or continue to save them for a later date. Our customer’s will greatly ap preciate our loyalty program that provides them with an opportunity to come back and earn valuable discounts and store credit. This will help Rhombus build and retain customer sentiment for our brands. Meadow’s POS system is comprehensive, streamlined, and simple to use. It is intuitive and user -friendly, iPad compatible, and supports UPC barcodes. Meadow’s accurate cycle counting, we always know how much product we have, what is moving, and when to reorder. Our inventory reports update in real-time, allows for robust purchase orders, and saves us hours of time. As always, one of Rhombus’s top priorities is to stay compliant with all state and local regulations. With Meadow’s team heavily involved with the California cannabis regulatory process, we can trust that if the ever -changing rules require it, they will build. Meadow’s systems are METRC validated, easily prepares us for an audit, and is backed by California regulatory expertise. Secured POS Hardware Stations The Rhombus Facility will contain (6) six Point-of-Sale stations located in the secured retail/dispensary area. Rhombus will integrate the Clover Station Pro System POS Terminal with 28 swipe stations to service our customer transactions. The Clover system safely and securely accepts credit cards, contactless payments, and EMV chip cards from customers. Clover offers a range of hardware and software solutions that the Rhombus sales team can tailor to their specific needs. The Clover Station POS device can handle all the payment processing for Rhombus, and offers easy integration with popular accounting programs such as QuickBooks. This powerful POS hardware will allow customers to swipe, touch, insert, and scan their payment information for efficient shopping, which helps to create a brand trusted, welcoming experience. All systems provide a basic set up of PayPoint hardware, including a receipt printer, cash drawer, MSR (magnetic strip reader), barcode scanner and customer-facing display. Blue tooth and expansion ports allow for adding other peripherals such as an EMV reader, a handheld scanner, and a scale for weighing products. Rhombus will also add an NFC reader for contactless payments and proximity marketing The Clover System Pro is considered to be one of the most efficient and accurate systems on the market. The Station Pro makes the process of creating orders, organizing inventory, managing employees, and running reports quicker and easier. This robust system offers a variety of new security features including data tokenization, integrated EMV chip sensors, end -to-end encryption, and fingerprint logins. Rhombus believes the Clover Station Pro System is the perfect solution for our retail needs. 29 IV. Estimated Number of Customers Per Day Please See 1.4 – Pro Forma & Market Analysis V. Product Merchandise & Percentage of Sales Rhombus will dispense products cultivated and manufactured on behalf of licensed operators within the City of Fresno and throughout the State of California, chosen by our customers, and in proportion to our customer volume. Rhombus’s product line will include the following: Product Type Comments Flower Dried cannabis "buds" that can be rolled into papers, smoked in a standard pipe or a water pipe, or vaporized with vaporizer products (believed to be the safest form of inhalations.) Pre-Rolls Pre-rolls are essentially premade joints. Cannabis produces, cultivators, and retailers now offer branded pre-rolls. They generally consist of a wrap or paper, ground cannabis, and a filter or crutch lodged firmly at the pre -roll's base. Sold in individual tubes and packaged in multi -packs. Pre-roll sizing can vary from the length of 3 to 6 inches. Pre-rolls offer consumers an expensive, disposable, all-in-one experience that caters to individuals and groups alike. Concentrates Concentrates are products made from the cannabis plant that have been processed to keep only the most desirable plant compound s (primarily the cannabinoids and terpenes), while removing excess plant material and other impurities. Simply stated, cannabis concentrates are the extracted essential oils of the cannabis plant. Cannabis concentrates can be smoked, vaporized, or eaten. Vape cartridges are the most common form of product under the umbrella; other products include shatter, butter, rosin, hash, distillate, and live resin. Topicals Topicals are cannabis-infused lotions, balms, salves, sprays, patches, and oils that are absorbed through the skin for localized relief of pain, soreness, and inflammation. Because they are non-intoxicating, topicals are often chosen by patients who want the therapeutic benefits of cannabis without the cerebral euphoria associated with other delivery methods. 30 Sublinguals Sublingual cannabis products dissolve under the tongue. Products come in a few different forms—from tinctures and sprays to strips, lozenges, and tablets. However, these are not the same as edibles. Rather than being absorbed through the digestive system, sublingual products are absorbed through the mucosal membranes under the tongue, on the inside of the cheeks, and on the gums. Because of the dense concentration of capillaries under the tongue and around the mouth, products held in the mouth are delivered directly to the bloodstream, which makes cannabis administration quick and easy. Benefits of avoiding the digestive system is that the effects of sublingual products can usually be felt within 15 minutes and last for two to three hours, which is more like the bioavailability of smoking or vaping and unlike that of edibles. It makes sublingual products a good choice for fast, short action for patients who need episodic symptom relief without feeling the effects of cannabis all day. Edibles Edibles are cannabis-infused food products that offer delayed (yet extended) effects. The effects of edibles are usually not noticeable until 30 to 90 minutes after they are consumed. Products include cookies, brownies and other baked goods, chocolates, chewy edibles and hard candies, pizza, chips, nuts and trail mixes, ice cream, sodas, sauces, dressings, and condiments, coffees and teas, and energy drinks, and other beverages. Devices Cannabis devices include hand pipes, water pipes, pieces, bowls, bongs, bubblers, grinders, vaporizers, vape pens, dab rigs, toke stones, arrow tokes, and vaporizer heating systems. Books Cannabis books covering a plethora of topics including the histor y of cannabis, the science of cannabis, the medical benefits of cannabis, cannabis research, the culture of cannabis, recreational cannabis, cannabis prohibition, the future of cannabis, cannabis convictions, cannabis expungements, growing practices, cannabis botany, strains, and how-to's among other topics. Apparel Cannabis apparel includes t-shirts, sweatshirts, ballcaps, among other items. Rhombus is dedicated to servicing our customers with fully compliant product that is tested for impurities, and coded in METRC Track-and-Trace system for seamless transparency. Rhombus will ensure customers that the products they are buying meets the rigor ous standards and regulations to help keep products clean and safe. Estimated Percentage (%) of Sales of Cannabis Flower and Manufactured Products The two largest product categories in California are cannabis flower and concentrates, accounting for nearly 70% of total dollar sales in the state. In 2019, we saw a major shift in consumer sentiment from cannabis flower, the traditional leader of the market sales trend, to cannabis concentrates becoming the most popular consumer product category for the first time since California legalized the industry. Last year, BDS Analytics reported that California retailers sold $1 billion (34%) of cannabis flower, $1.04 (35%) billion in concentrates, $394 (13%) million in edibles, $280 (9%) million in pre-rolled joints, $108 (4%) million in sublingual products, and $133 (4%) million in other products that make up California’s cannabis consumer market. 31 We estimate that our sales figures/percentages for each product category will reflect closely with the current performance of California’s cannabis market. However, we think flower will have a slightly greater lead over concentrates, with an estimated 40% in Flower/Pre-roll sales, 35% in Concentrate sales, 15% in edibles sales, and 10% in topical and sublingual sales. VI. Delivery Procedures The following are Rhombus’s Delivery Procedures as requested by the Office of Cannabis Oversight for your use and review. 1. VEHICLE LIST- the following section lists the company’s delivery Vehicles: Rhombus will purchase one (1) unmarked Toyota Prius or another electric or hybrid vehicle to minimize our carbon footprint. 2. VEHICLE ALARM SYSTEM- the following section describes the company’s delivery vehicle alarm systems. Rhombus shall use the Viper Alarm System or comparable system and will provide the Office of Cannabis Oversight with all the system features upon selection and installation. 3. NEW DELIVERY PROCEDURES- the following section describes the company’s procedures for accepting new deliveries. Orders are placed through the company’s website via our Meadow POS Technology Platform. Patrons are then able to view the existing inventory for the selected location. When delivery is active, the car icon will appear during the shopping process. Upon checkout, the option for both pickup and delivery will be available. The time slot will default to the next two hours, although the patron is able to choose a window later in the day if preferable. The patron’s ID is required to be uploaded prior to purchase. Once an order is complete, the "verifying" screen will display. The patron will receive a text notification that will reflect the appropriate store information. The order will appear on both designated iPads located in the sales area. A receipt will print in conjunction with the order listing of all items that were order ed. 4. ORDER PROCEDURES PREPARATION- the following section describes the company’s procedures for preparing orders for delivery. The packaging employee will enter their credentials into the designated iPad and package the order according to the printed receipt. Upon completion, the employee will mark "prepare". This will notify the delivery drivers of an available order on the technology platform. Once the order has been accepted by a driver, an additional receipt will print including the packaging employ ee's name and employee number. The packaging employee then attaches both receipts to the exit bag and places the order into professional transport devices such as the Pelican Vault cargo containers under the supervision of security staff in our designated loading, limited access area within the facility. Once the product is secured and locked, the delivery personnel shall be escorted to the delivery vehicle by the security staff to ensure the product is loaded safely into the rear of the delivery vehicle. 32 5. CANNABIS GOODS STORAGE DURING DELIVERY PROCEDURES- the following section describes the company’s procedures for storing cannabis goods during delivery. While carrying cannabis goods for delivery, a licensed retailer’s delivery employee shall ensure the cannabis goods are not visible to the public. Cannabis goods shall be locked in a fully enclosed box, container, or space that is secured on the inside of the vehicle. No portion of the enclosed box, container, or cage shall be comprised of any part of the body of the vehicle or trailer. For purposes of this section, the inside of the vehicle includes the trunk. 6. DELIVERY PERSONNEL LOCATION TRACKING PROCEDURES- the following section describes the company’s procedures for tracking our employees during delivery. The delivery vehicles are equipped with the Auto-Mate system that shall utilize the Viper VSM550 GPS system or comparable system. The GPS system will be installed in the vehicle by an authorized technician. The VSM 550 GPS device is traceable through the Viper Smart Start Application. While logged into the application, you can view the real time location plotted on Google. We can cross reference the GPS location with the delivery software manifests as well as the Find My iPhone Application installed on the company issued cell phone. The device shall be either permanently or temporarily affixed to the delivery vehicle and shall remain active and inside of the delivery vehicle at all times during delivery. At all times, the licensed retailer shall be able to identify the geographic location of all delivery vehicles that are making deliveries for the licensed retailer and document the history of all loc ations traveled to by a delivery employee while engaged in delivery. A licensed retailer shall provide this information to the Bureau of Cannabis Control and the Office of Cannabis Oversight upon request. The history of all locations traveled to by a del ivery employee while engaging in delivery shall be maintained by the licensee for a minimum of 90 days. 7. DELIVERY ROUTE GUIDANCE PROCEDURES- the following section describes the company’s route guidance procedures during delivery. The delivery driver will highlight "directions to drop off" then select "On way I Start" via the delivery software on the company cell phone prior to leaving the retail facility. They will then be prompted to select a method of route guidance, selecting Google Maps. The delive ry software will open Google Maps and the delivery driver will select "Start". The phone is placed in the secure holder in the delivery vehicle. It will then provide a visual map that provides turn by turn directions as well as an automated voice communica ting the driving directions. 8. DELIVERY BREAKS AND STOPS POLICY- the following section describes the company’s policy regarding breaks and stops during delivery. Delivery employees are not to make stops or take breaks while in route or with pending deliveries in the vehicle per the standard operating procedure. 33 Delivery vehicles will be filled with gas prior to delivery being active, or after delivery is inactive per the standard operating procedure. When a delivery employee is nearing a bre ak time, they will no longer accept pending deliveries. They will return to the Retail Facility. Breaks will be taken according to state law. 9. DELIVERY OF CANNABIS GOODS TO PATRON PROCEDURE - The following section describes the company’s procedures rega rding the delivery of the cannabis goods to our patrons. Upon arrival, the delivery software will display a screen alerting the driver they have arrived at the delivery location. Per the SOP, the driver is aware of prohibited locations. The Pelican Vault cargo container is removed from the caged area of the vehicle, and the order is collected. The order is pre-packaged in an opaque exit bag. The driver is then required to verify that the patron’s identity matches the order, verify age and order with the patron. The patron will sign electronically on the delivery software, then the driver will sign on the delivery software. The patron is given their order and the order is marked complete. The receipt will transmit electronically. Once safely inside the ve hicle, the delivery driver will notate the transaction type on the duplicate receipt that was placed in the designated folder and re -file. 10. DELIVERY EMPLOYEE PREMISES RETURN PROCEDURE - the following section describes the company’s procedures regarding the actions to be taken upon the delivery employee’s return to the premises. After deliveries are conducted, the delivery driver returns to the retail premises. They will adjust their on-board bank and prepare for future deliveries. They will check in wi th the manager on duty and work as a Sales Associate in the retail premises until additional delivery orders are placed. At the end of each driver shift, the following report will be pulled, saved, and maintained electronically for 7 years. 34 Created Local: Drive date Picked Up Local Time: Time the order was picked up from the Retail facility Pick Up Address: Address of the Retail facility Completed Local Time: Time the order was delivered to the customer Destination Address: Customer address Delivery Address: Patron address Destination Phone: Patron phone number Completed Local Time: Time Parton accepts delivery Notes: If a stop is made while a driver is en route, notes are entered into the GetSwift.co application. The notes export on the Excel report under this column. If for any reason the delivery driver must exit the vehicle, the cannabis goods must be locked in the designated compartment, the vehicle must be locked and the alarm set. If a driver were to accept an order while en route that they are able to fill with current inventory, the stop will also be notated here. Vehicles are to be filled with gas at the end of each shift and if necessary, midday, this must be done with no accepted deliveries or product in the vehicle. Delivery drivers will no longer accept deliveries (taking into consideration the time to complete) prior to rest and meal break periods. The delivery driver will complete all of the accepted orders and return to the Retail facility before all breaks. INVENTORY PROCEDURES Following are Rhombus’s inventory procedures for delivery purposes. 1. RECEIVING INVENTORY- the following section describes the inventory intake procedures a) Cannabis goods order is placed with licensed vendor through Rhombus’s Buyer. b) Shipping Manifest, invoice, test results, and vendor/distributor licenses are received ahead of time for 1st review and delivery time is confirmed and scheduled. c) Licensed distributor arrives at Rhombus and identification is verified at Reception. d) Licensed distributor driver will receive a visitor's badge and will be logged with date, time of arrival, company, and reason for visit. e) Once distributor receives visitor badge, they will meet the Inventory Clerk at the unloading area door. f) The distributor and cannabis goods will be escorted through the Unloading Area and then into the Packaging Room (All areas have key or credentialed access) g) Inventory will then be verified that the cannabis goods are accurately reflected in the shipping manifest by confirming that the number of boxes of cannabis goods, type of cannabis goods, weight and/or units of cannabis goods matches the label on the boxes containing the cannabis goods. If the delivered inventory matches the previously sent documents, the inventory is then taken into our inventory via our POS system. The Inventory Manager will reject any cannabis goods that do not match the items described on the shipping manifest. 35 2. CANNABIS GOODS STORAGE- the following section describes how cannabis goods are moved into the product storage area. Once Cannabis goods have been reviewed and verified, they will be carried from the Packaging Room and then into the Product Storage Room (All areas have key, credentialed, or pin pad access). 3. CANNABIS GOODS STORAGE ACCESS- the following section describes how cannabis goods are moved into the product storage area. Only employees authorized by management to access shipping/receiving or storage spaces (any space that contains a Cannabis product), will be perm itted access via color coded ID badging and when applicable two-factor authentication mechanisms. Tier 1 access areas, including product storage areas, within the facility are equipped with controlled access panels that will permit access to authorized em ployees only, at the time of their shift, into the access area into which they are permitted. All other doors will be, and shall remain, securely locked at all times. The product storage area shall be equipped with real-time electronic video cameras, with remote viewing screens located in the secured storage area, situated to ensure visibility of employees and escorted vendors working in the Facility. To prevent the theft, loss, or diversion of cannabis products or other sensitive items, video cameras will also be situated in and around sensitive areas of the Facility. 4. CANNABIS GOODS STORAGE /ENVIRONMENTAL CONTROLS - the following section describes how cannabis goods are stored and their freshness maintained. Product Storage Room will be kept at 68 degrees Fahrenheit to maintain the optimal environment to preserve the freshness of the product. The HVAC equipment for this area and all areas of the Premises will have charcoal filters to mitigate and eliminate any odor from exhausting into the exterior of the building. - Flower will be stored in opaque bins that latch to maintain freshness - All Cannabis Goods will be stored at least 6 inches off the floor - First in First out: Back logs in the Inventory Storage Room allow the Inventory Staff to keep track of which product batches were received first so we ensure the older product is sold first. 5. CANNABIS GOODS STORAGE CONT. - The following section describes how cannabis goods are stored to limit deterioration and contamination. - As noted above, all cannabis goods are stored in an environmentally controlled room at 68 Degrees to optimize product freshness and limit deterioration. - In addition, all cannabis goods are kept in its original, child resistant packaging and stored in opaque, sealed storage binds in shelving no less than 6” off the floor to eliminate contamination. 36 - Pest Control will be contracted and will only be allowed to use environmentally conscious and food safe products ensuring that our cannabis goods is protected and not contaminated. - Daily Cleaning Logs: Rhombus employees are required to perform and log cleaning procedures daily to ensure the entire facility is sanitized and free of dust and debris. 6. REMOVING AND RETURNING INVENTORY - The following section describes how cannabis goods are removed or returned from inventory and records produced. Reasons Cannabis Goods would be removed from Inventory: - Destruction of expired cannabis goods, sniff jars, and returned defective cannabis goods. - Exchange of defective items from Vendor /Distributor Removing Cannabis Goods from Inventory: - When removing Cannabis Goods from Inventory, the Inventory Clerk will adjust the quantity in the POS System and provide a reason for removal or destruction of Cannabis Waste. Reasons Cannabis Waste is Generated: - Sniff Jars/Display - Defective Cannabis Goods - Expired Cannabis Goods Storage of Cannabis Waste: - Cannabis Goods that need to be destroyed will be removed from Ready for Sale Inventory in the POS. The Inventory Clerk will transfer the Cannabis Good Item into the Quarantine category on the POS. - Once product is transferred to Quarantine within the POS, it will be manually logged into the quarantine logs while awaiting destruction. Inside the Inventory Storage Room i s a Quarantine section containing opaque bins separated by, -- ------- Defective/Returns, Sniff Jars/Displays, and Employee Samples. All Bins are kept on Quarantine shelf at least 6 inches off the floor. Destruction: - Destruction of Cannabis Goods will take place every Monday - Inventory Clerk will log product out of Quarantine log - Inventory Clerk will grind Cannabis Goods in a blender with detergent and/or coffee. - Inventory Clerk will record the destruction process & remove the Cannabis Goods from POS while providing a reason for Destruction in the Notes Destruction Records include the following information: - The name of the employee performing the destruction or disposal. - The reason for destruction or disposal. - The name of the entity being used to collect and process cannabis waste - Product name (description) - POS SKU (PCS assigned number) - Batch Number - Net Weight - METRC Tag number (Track & Trace) - Signature and Date Return Policy and Procedures: - Defective items may be returned for store credit or exchanged for equal or lesser value within 14 days of purchase. 37 - Returned items will either be destroyed or exchanged with the Vendor for the same product or product of equal value. Product Returns Procedures: 1. Once a product is returned from a consumer it is put back into the POS to the original batch. 2. To keep quarantined product separate from the actual usable product in POS system Clerks must make a product that is the same name with a "Q" added to the end with the product type as Quarantine. 3. Product must then be immediately added to the Defective/Returns Quarantine List. Once the quarantine product has been saved, converted, and the return log is filled out, clerks must initial and date the Quarantine Log. 4. Once the product is added to the log, place the product in a sign and sealed bag, then place the sign and sealed bag in the appropriate quarantine bin. (There should be one sign and sealed bag per vendor) 7. INVENTORY RECONCILIATION- The following section describes Rhombus’s inventory reconciliation procedures. Our inventory is reconciled every 14 days in the following manner: Step 1- PM Procedures a) Management will print the inventory report and remove the current quantities so that the Inventory Clerk will conduct a “blind” inventory count after business hours. b) Inventory Clerk then completes a full physical count of the onsite inventory. Step 2- AM Procedures a) AM Manager will print the AM inventory report b) AM manager will verify the inventory report matches the hand count done by the Inventory Clerk the night before, see 1b), above. c) If no discrepancies are noted between the AM report and the PM hand count, then the inventory will be saved and considered reconciled. d) If there are discrepancies between the two rep orts, the AM Manager will conduct their own hand count of the items in questions. e) If the AM Manager hand count matches the AM report, then the PM Report is noted as a “miscount” and inventory shall be considered reconciled. f) If there is a discrepancy between the AM Manager hand count and the inventory report, then AM manager and security personnel shall review camera footage to determine the cause of the discrepancy. Step 3- Discrepancy Records After the Manager completes the investigation and it is determined that there is not a significant discrepancy or theft, the Inventory Manager will sign off on the discrepancies on the inventory reports, save the Discrepancy Report in our files sand make the necessary adjustments of inventory levels in our SOP system. If a significant discrepancy or theft is noted, then the Manager shall notify the Bureau and local authorities immediately. The following records will be filed in a fire -proof safe for at least 7 years and will be made available to the Bureau and local authorities upon request: -Discrepancy Report -Inventory Report and its respective hand count 38 NON-LABORATORY QUALITY CONTROL PROCEDURES Following are Rhombus’s Non-Laboratory Quality Control Procedures as for your use and review. 1. LABEL VERIFICATION- the following section describes the company’s label requirements verification procedures. As noted in our Inventory Procedures, and the enclosed checklists, our Inventory Clerks shall verify the labels of all cannabis goods meet the labeling requirements as set forth in the Bureau of Cannabis Control Regulations. Please see enclosed Invoicing Checklist and Shipping Manifest for a complete list of all labeling items to be verified. 2. LABEL VERIFICATION CONT.- the following section describes the company’s label contents verification procedures. As noted in our Inventory Procedures, and the enclosed checklists, our Inventory Clerks shall verify the labels of all cannabis goods contain the required labeling as set forth in the Burea u of Cannabis Control Regulations. Please see enclosed Labeling Checklists for a complete list of all labeling content to be verified. 3. PACKAGING VERIFICATION- the following section describes the company’s packaging verification procedures. As noted in our Inventory Procedures, and the enclosed checklist, our Inventory Clerks shall verify the packaging of all cannabis goods meet the packaging requirements as set forth in the Bureau of Cannabis Control Regulations. Please see enclosed Packaging Checklist for a complete list of all labeling content to be verified. **Please note- Any cannabis goods that do not meet the requirements for packaging or labeling as set forth in the Bureau of Cannabis Control Regulations and noted in the enclosed checklists will be rejected by our Inventory Clerks and returned to the distributor of origin. Invoicing Checklist Per BUSINESS AND PROFESSIONS CODE – BPC DIVISION 10. Cannabis [26000 - 26250] 26161. (a) Every sale or transport of cannabis or cannabis products from one licensee to another licensee must be recorded on a sales invoice or receipt. Sales invoices and receipts may be maintained electronically and must be filed in such manner as to be readily accessible for examination by employees of the licensing authorities or California Department of Tax and Fee Administration and shall not be commingled with invoices covering other commodities. (b) Each sales invoice required by subdivision (a) shall include the name and address of the seller and shall include the following information: (1) Name and address of the purchaser. 39 (2) Date of sale and invoice number. (3) Kind, quantity, size, and capacity of packages of cannabis or cannabis products sold. (4) The cost to the purchaser, together with any discount applied to the price as shown on the invoice. (5) The place from which transport of the cannabis or cannabis product was made unless transport was made from the premises of the licensee. (6) Any other information specified by the licensing authority. 40 41 Packaging and Labeling Checklist Per Section § 5303 Packaging, Labeling and Rolling (a) A licensed distributor may package, re-package, label, and re-label cannabis, including pre - rolls, for retail sale. All packages of cannabis, including pre -rolls, shall comply with the following: (1) Until January 1, 2020, all packages shall meet the following requirements: (A) The package shall protect the cannabis, including pre -rolls, from contamination and shall not expose the cannabis or pre-rolls to any harmful substance. (B) The package shall be tamper-evident. (C) If the package of cannabis or pre-rolls contains more than one serving, then the packaging shall be resealable. (D) The package shall not imitate any package used for goods that are typically marketed to children. (2) Beginning January 1, 2020, all packages shall meet the requirements of subsection (a)(1) of this section and shall also meet the following requirements: (A) The package shall be child-resistant until the package is first opened. For purposes of this division, the following packages are consid ered child-resistant: (i) Any package that has been certified as child-resistant under the requirements of the Poison Prevention Packaging Act of 1970 Regulations (16 C.F.R. §1700.15(b)(1)) (Rev. July 1995), which is hereby incorporated by reference. (ii) Plastic packaging that is at least 4 mils thick and heat -sealed without an easy-open tab, dimple, corner, or flap. (B) The package shall be labeled with the statement “This package is not child resistant after opening.” (3) Notwithstanding subsections (a)(1)-(a)(2) of this section, immature plants and seeds shall not be required to be packaged in child-resistant, tamper-evident, and resealable packaging. (b) A licensed distributor shall not process cannabis, but may roll pre -rolls that consist exclusively of any combination of flower, shake, leaf, or kief. Pre-rolls shall be rolled prior to regulatory compliance testing. (c) Licensed distributors may label and re-label a package containing manufactured cannabis goods with the number of cannabinoids and terpenoids based on regulatory compliance testing results. SECURITY PROCEDURES The following are Rhombus’s Delivery Security Procedures for your use and review. Please also see our Security Plan, enclosed, for a comprehensive review of all our security procedu res. 1. SECURITY STAFF- the following section outlines the staff responsible for implementing the security operating procedures and their respective roles and responsibilities. During business hours there will be a uniformed, security officer protecting the Rhombus Facility. Security staff will be provided training specific to the special needs of Rhombus’s patrons and staff. Each security officer will possess a BSIS Guard Card and Firearm Permit as required, and at all times shall be equipped with the ap propriate safety equipment. Security staff will incorporate high-profile deterrence methods along with non-confrontational interactive techniques to deter trespassing, robbery, theft, and disturbances. 42 The security team will be led by a qualified security manager and trained in non-confrontational and de-escalation techniques that utilize verbal communication and limited physical force techniques. The security team’s responsibilities include, but are not limited to: • Ensuring that a state-of-the-art security alarm system is operated and maintained, and incorporates a series of door and window sensors, fixed and wireless panic switches and twenty - four-hour monitoring. This system will be equipped with a failure notification activation that will alert security and managerial personnel. • Ensuring a state of the art for staff access to authorized areas of the facility is operated and maintained. The issuance of ensures electronic access only to authorized secure areas, while providing digital evidence of the card usage for future review will be monitored. Immediate deactivation of will be completed by management as appropriate and notifications made to the security staff. • Ensuring an array of physical deterrents, such as but not limited to access -controlled doors, walk-in vaults, and interior and exterior security/trespassing signage are in use and monitored. • Ensuring windows and roof hatches are properly secured and equipped with safety latches that may be released quickly from the inside to allow exit in the event of an emergency. • Ensuring commercial grade exterior lighting is operational and maintained to provide adequate illumination of the facility to ensure proper video surveillance of the property. • Ensuring that all vegetation, trees, and other objects are cleared so as to provide an unobstructed view of the facilities perimeter. • Ensuring hand-held radios are used to communicate between management, staff, and security personnel. • Ensuring that the security plan is maintained, reviewed, and updated as necessary, particularly after an incident. • Ensuring that limited access areas are secure and accessible only to authorized personnel. • Ensuring all cannabis products are stored in a locked display case, cabinet, safe, vault or room within the facility. • Ensuring all employees are trained in the use of the alarm system, panic buttons, emergency, and critical incident response protocols. 44 NON-EMPLOYEE ACCESS TO THE PREMISES- Access will be provided to all non-employees only after security personnel has verified their government issued ID and entered the visitor’s name, employer, the reason for their visit and the date and time of their entrance and exit in our visitor log in conformance with Section 5042 of the BCC regulations. This log shall be made available to the BCC and the local authorities immediately upon request. Community Benefit and Local Investment Plan SECTION 7. APPENDIX A EVALUATION CRITERIA FRESNO COMMERCIAL CANNABIS BUSINESS PERMIT APPLICATION SUBMITTED 12/4/20 1 Table of Contents 7.1 Community Benefit and Local Investment Plan ................................................................................................. 2 A. Partnering with Local Food Programs ........................................................................................................... 2 B. Funding Arts and Cultural Programs ............................................................................................................. 4 C. Contributing to Youth Programs and Education ............................................................................................ 5 D. Contributing to Substance Abuse and Rehabilitation Programs .................................................................... 8 7.1.1 Providing Funding for, and Hosting Expungement Clinics or Outreach Services .......................................... 10 7.1.2 Sustainable Business Practices ................................................................................................................... 14 7.1.3 Revitalizing Obscured Vacancy and Blight Throughout our Local Community ............................................. 14 7.2 Sensible Public Health and Cannabis Education Outreach for the Youth ......................................................... 16 7.3 Contributions to the Fresno Community Reinvestment Fund .......................................................................... 24 2 7.1 Community Benefit and Local Investment Plan A. Partnering with Local Food Programs Fresno County has long been America’s top-producing agricultural county; the value of agricultural commodities that farmers and ranchers produced was $7.9 billion in 2018. Yet, according to the California Food Policy Advocates, amid this abundant food prod uction, nearly 30 percent of county residents and 43 percent of their children live in poverty. Per the California Institute for Rural Studies, many people in the area, including 45 percent of farmworkers, are “food insecure”. Fresno is the second most food-insecure city in the United States, with more than 24 percent of our residents unable to consistently put food on the table. In 2014, the U.S. Census Bureau found that 38 percent of Fresno residents who are food-insecure come from low- income households. Because many of our residents live paycheck to paycheck, they oftentimes do not have enough money to consistently purchase nutritious and sufficient food products. As a result, many families eat the cheapest food they can find, largely high in calories and low in nutrition. According to the USDA, Fresno County has 12 areas that are classified as food deserts. Food deserts are urban neighborhoods and rural towns without ready access to fresh, healthy, and affordable food. Low-income neighborhoods where there are fewer grocery stores, less park space and more corner convenience stores are suffering from chronic disease. For example, in Fresno County, more than 63 percent of adults and one -third of children are obese, leading to life threatening illnesses like diabetes. A typical corner store in Fresno County has at least nine different displays of chips, pretzels, high fat dips and three rows of candy. Other food options include ice cream, burritos, and sandwiches. Another aisle carries sugar, artificial sugar , marshmallows, artificial creamer, olives, canned refried beans, noodles in a cup, salt, baking soda, mustard, peanut butter, canned sausages, canned ham, and tuna. If this is the only grocery store within 20 miles of your home, this is your diet. Parks are also missing in many low-income neighborhoods throughout the City of Fresno. This means less opportunity to instill physical activity habits to ensure a sustained well -being. Sadly, our low-income youth suffer as a result of never establishing the balance of proper diet and exercise. Adding Covid-19 and the regional drought to the mix only complicates food insecurity. Both Covid-19 and the year-over-year drought in the Central Valley have caused a significant rise in unemployment. A UC Davis study found that due to the drought, there would be a loss of 17,100 seasonal and part-time jobs related to agriculture with 5 percent of irrigated cropland going out of production in the Central Valley, Central Coast, and Southern California. With these increases in unemployment, more residents have become food-insecure and are relying heavily on food programs for their families. Currently, more than 64,000 people in Fresno have empty refrigerators every month, with 80% of them not having enough meat, bread, fruits , and veggies. Seventy-one percent have small children and not enough milk. Today, food insecurity among Fresno County residents is 16.6%, or 155,600 people. This year 26 million pounds of food are needed throughout the county. The numbers of those in need are astounding. 3 Rhombus understands that Fresno has among the worst food hardship rates in the United States. Our organization must provide solutions to the shortcomings of the United States food system are widespread. Food security, overproduction and food waste, diet-related disease, and environmental degradation are some of the issues in need of management and reform. We must evaluate the effectiveness of the various responses to these issues, including food banks, community gardening, government-assisted nutritional assistance, nutrition education, and professional development. For example, research has indicated the importance for food banks to address a wider range of food system issues than they currently address. We see these critiques as opportunities to innovate within the agricultural industrial complex to help provide access to high-quality, nutrient dense food to our most vulnerable population. Most often operated as non-profit entities, community food banks are charitable organizations that minimize hunger by distributing food to people with limited access or income. The traditional food bank system in the United States faces several challenges, ranging from overabundance of unhealthy industrial foods to long-term client reliance on food bank services. The products procured by our local food banks are either donated by community members or collected from retailers and wholesalers. Most food banks measure their success by the pounds or tons of food distributed. While weight is a quantitative, feasible metric to use it doesn’t address food insecurity root causes or explicitly pursue poverty alleviation. However, Rhombus has found that some food banks are in search of more proactive solutions to meet their community’s needs. They are attempting to do more than just feed their community members; they are endeavoring to find ways to address the source of hunger and reducing the amount of food wasted each year. Rhombus will set out to support organizations like Food to Share, an organization that has developed a simplified path for program participants to make multiple connections, build relationships, and participate in community service programs dedicated to feeding the hungry while reducing waste and greenhouse gas emissions. Partners within this o rganization share three common goals, and work together to improve the system’s communication, collection methods and sharing network. We will fund efforts to expand relationships with local area grocery stores, restaurants, institutions, caterers, and farms to coordinate the logistics of gathering fresh food for communities in need. Food waste occurs at all stages of the food system with significant opportunities for food recovery and waste diversion at each stage. Up to 40% of food is wasted that is grown, processed and transported in the U.S. Our food recovery efforts will contribute to the estimated 65 tons of edible food that would otherwise go to waste each year; nationally, 96 billion pounds of food is wasted every year. Positive changes can be made right now. We need to encourage and sustain an integrated food system network. We know that providing funding, resources, and a helping hand to local food organizations like, Food to Share, will be one of the most rewarding experiences in life. Rhombus will make annual donations. Staff members will offer monthly support to provide families with daily meals, community gardening, and nutritional education for kids. We want to do our part in supporting a network of food programs that increase the amount of sa fe, nutritious food donated to our community members in need, reduce the amount of food waste generated, and recycle unavoidable food waste by diverting it from landfills into more sustainable alternatives like energy and livestock feed. Rhombus embraces a corporate citizenship model, 4 and will strive to do our best to share our resources with the less fortunate to build and sustain a stronger community throughout Fresno County. B. Funding Arts and Cultural Programs The City of Fresno is a destination for the arts. The city is a community that celebrates its art and culture, whether it is honoring the customs of its diverse population, relishing the sophistication of stage performances, or enjoying the rich customs of its residents through festivals. The city is home to many cultural celebrations throughout the year. Several annual events in the city celebrate the vast diversity of the community. The annual Mexican Independence Day has residents celebrating to the sounds of Spanish mariachi music and enjoying plenty of authentic Mexican cuisine. Our Hmong New Year Celebration is one of the largest cultural events for the Hmong community in the United States. A significant celebration for the Armenian community is the annual Grape Blessing and Festival. The Obon Festival at the Shin Zen Gardens of Woodward Park is another tradition-rich festival that celebrates Japanese ancestors. The Fresno Veterans Parade, Cesar Chavez celebration and Martin Luther King Day celebration pay tribute to trailblazing national heroes. The Fresno Arts Council, the local partner to the California Arts Council, is a major driving force behind Fresno’s cultural arts scene. Established in 1979, this private nonprofit organization serves as the arts agency to both the City and County of Fresno, promoting and supporting the arts community. The Arts Council, as art consultant for the City and County of Fresno, coordinates and provides oversight for the one percent allocated to the public art program. Rhombus believes that Arts and Culture are extremely important to the Fresno Community, and to all communities around the world. The cultural arts are fundamental to our humanity. Arts and Culture create opportunities for political expression, community dialogue, shared cultural experiences, and civic work. A community-based arts platform brings members of the community together to share ideas, solve problems, build relationships, and discover ways to rebuild social equity and capital. They ennoble and inspire us – fostering creativity, goodness, and beauty. The arts bring us joy, help us express our values, and build bridges between cultures. The arts are also a fundamental component of a healthy community, strengthening them socially, educationally, and economically – benefits that persist even in difficult social and economic times. Rhombus will partner with the Fresno Arts Council to help ensure adequate sponsorship, funding, and volunteer support is available to enhance the arts in education, to showcase local talents and to strengthen arts organizations and individual artists that contribute to the socioeconomic viability of the City and County. Rhombus contributions will be made annually to cultural arts institutions within the City of Fresno through sponsorshi ps, fundraisers, and donations. Rhombus employees will have the ability to attend and participate as paid volunteers at sponsored events. Our team is committed to collaborate with the arts to advance diversity, equity, and inclusion initiatives to create platforms for connectivity and unity. 5 C. Contributing to Youth Programs and Education The widening opportunity gap in America is affected by four key elements ; race, ethnicity, zip code, and socio-economic status – demanding that the playing field needs to be adjusted so all children have an equitable opportunity to succeed. Research undertaken by youth development organizations such as 4 -H shows that COVID-19 has exacerbated the inequities our young people face in terms of their mental health, their access to education and their employability – particularly amongst those who were already experiencing trauma, systemic social inequity and other disadvantages prior to the pandemic. A s we see from the ongoing social unrest across the U.S., we are also still learning how the evaluated discourse on race and racism in the U.S. will shape young people’s beliefs and actions, but there is no doubt it will have a profound influence on their development. One inequity that highlights the growing opportunity gap is the many children in America without access to technology and broadband – particularly those of color and those who live in rural areas. This access is critical to academic developme nt as distance learning is a reality in the near term. Positive youth development can play an important role in closing the opportunity gap. Given the economic, social and health context in which we live right now, our education, government, and philanthropy and civil society institutions must support youth development to mitigate the three key areas that our young people are struggling with – mental health, education and employability. Maximizing youth development as an asset to close the opportunity gap and lead young people to greater economic opportunities. Positive youth development is a widely used, research-based approach to supporting youth that builds an ecosystem of support incorporating caring adults, mentorship, the provision of services, and youth voice. Focusing on building youth assets, opportunities, and voice, rather than focusing on single problems such as substance abuse and teen pregnancy, can transform our country’s social, economic, and political imbalances, thereby creating a more equitable and just society. By working together to harness youth voice with leaders in government, the private sector, philanthropy, local communities, higher education and the youth development field, our nation can avert the substantial social and financial problems threatening the futures of our young people. Research has revealed the stark inequities among youth as their promise for success is derailed by social, economic, and structural disadvantages, which often are accompanied by racism, bias , and discrimination. Youth who are unable to access opportunities that are provided to those of privilege slip further and further behind, resulting in dramatically different outcomes from youth with greater advantages. Unsurprisingly, these negative developmental trajectories lead to poorer long -term economic and health outcomes in adulthood. Nearly seven out of 10 Americans who are born into the middle- income quintile end up in the bottom two quintiles as adults. 6 The opportunity gap exists not only between rural and urban areas, but also studies have highlighted deep levels of inequity within metro areas as well. Studies show that 84% of children in very low-opportunity neighborhoods need free or reduced-price lunches, compared to 22% of their peers in very high-opportunity neighborhoods. Access to green space, which is critical for children’s health and well-being, is also vastly different. In low-opportunity neighborhoods, almost half of children lack access to parks and playgrounds, compared to 22% of kids in more affluent neighborhoods. A balanced diet and safe places to play are significant to the success of child development. Research performed by Stanford University shows that the most and least socio -economically advantaged school districts in the U.S. have average performance levels more than four grade levels apart. Average test scores of Black students are roughly two grade levels lower than those of White students in the same district, while the Hispanic -White difference is approximately one- and-a-half grade levels. Regarding college attendance, research shows 40-50% in attendance by the lowest socio-economic quintile of students, versus 91% attendance of those students from the highest quintile. In addition to these long-standing inequities in education, the impact of the pandemic on academic learning, skill development and learni ng loss is still being determined considering the unprecedented move to remote learning. Early estimates are that on average, students will los e approximately 30% of their reading gains and over 50% of the math skills they had learned in the 2019/2020 school year. Prior to the pandemic, 17% of teens were having trouble completing their work at home because of a lack of reliable internet or computer access, with the number rising to 25% for Black students. A 2020 study by McKinsey & Company found that as a result of the pandemic, the average student could fall seven months behind academically, however Hispanic students could fall behind by 9.2 months, Black children by 10.3 months and low-income students by a year. Additionally, addressing the social, emotional, and cognitive needs of children will be a priority. For students impacted by worry, stress, and trauma due to the virus, recession and social unrest, learning may be difficult, if not impossible. A whole child approach to learning will be required if our youth are to benefit from formal learning. An important part of the solution when it comes to closing the opportunity gap comes from positive youth development, which is defined in three ways: as a natural developmental process; as a philosophy or approach to youth programming; and as the intention of youth programs to optimize youth development. A positive youth development approach to programming can help minimize the opportunity gap by addressing the youth disparities associated with race, class, and gender, all of which are root causes of inequity. Systemic racism continues to affect people of color across the nation. Built on the principles of inclusion and belonging, these programs provide relationship-rich opportunities for social, emotional, and cognitive development, helping young people explore, understand and appreciate diversity, as w ell as develop the interpersonal skills needed to navigate differences in productive, educational, and civil ways. Youth development programs promote important problem-solving and teamwork skills, as well as active listening, empathy, and connection with others. 7 The Positive Youth Development approach is based on an ecological system understanding that youth grow and develop in multiple contexts: family, school, neighborhoods, communities, and other social settings. Youth development programs provide opportunities for young people to develop necessary technical, social, emotional, and cognitive skills; experience supportive relationships with adults, referred to as developmental relationships; and participate in authentic leadership opportunities. Strong program principles can give the youth what they need to grow into productive, healthy, and civically engaged young adults. Positive youth development programs focus on Confidence, Competence, Character, Caring, Connection, and Contribution. Today’s America is marked by a lack of civil discourse, intolerance, name-calling, blaming, and a general inability to communicate differences in a productive manner. Yet this lack of civil discourse undermines the very foundations of our freedom, allowing fear and hatred to gain momentum. The breakdown of civil discourse is an imminent threat to our democracy as the nation grapples with the pandemic and the need to address inequality. Youth development programs that emphasize civic engagement from an early age teach young people to navigate local governments and agencies, develop their knowledge of democratic principles, and encourage participation in leadership experiences at the state and federal levels. Yet despite the evidence for the efficacy and impact of positive youth development, the history of public investment in youth development in America remains inadequate. National research shows that of charitable giving in 2019, only 14% went to education, while public-society benefit fared even worse, receiving only 8% of the total. Federal funding for youth development programs is spread across 21 different agencies, with efforts coordinated through the Interagency Working Group on Youth Programs. The only federal funding source exclusively dedicated to supporting local after school and summer learning programs is the 21 st Century Community Learning Centers program, however the demand is such that only one -third of applications ever receive funding. We realize that closing the opportunity gap through positive youth development may not solve all the challenges facing our city at this time, but it will enable us to make significant progress in furthering the economic and social well-being of young people, and, in turn, society as a whole. Closing the gap for youth means creating a world where all young people are viewed first a s assets; where their strengths are recognized and supported. In this world, youth will have the opportunities and skills they need for resilience and thriving. Investing our efforts towards closing the opportunity gap through youth development means the health, well-being and success of any young person will not be determined by their zip code or the color of their skin, and that the current generation of youth will gain the necessary support and experiences to navigate the unprecedented social realities that we face as a nation. As their voice is elevated, youth will be empowered to engage with democracy as leaders and problem solvers, giving them hope for a better future for all, and a sense of purpose to make that future a reality. 8 Our leadership team at Rhombus will focus on developing strategic partnerships with local organizations such as the Fresno Economic Opportunities Commission, YouthBuild Charter School, Big Brothers Big Sisters, Boys and Girls Club of Fresno County, Central California Educational Opportunity Center, Families First, Fresno Youth Commission, and the Youth Advocacy Leadership League. There are several policy and system-level support and barriers that affect the future direction, growth, and funding of community programs for youth. We need to make recommendations for future policy, practice, and research. Funding is probably the most critical issue. But political support, public interest, and professional networks are also critical to sustain interest and promote the growth of these programs. Community programs for youth provide opportunities to facilitate their well -being and promote successful transitions to adulthood. Rhombus is dedicated to helping fund, build and support effective afterschool programs to bring a wide range of benefits to youth, families, and communities throughout the City of Fresno, and the larger county area. It is imperative that we allocate time and resources to afterschool programs that can boost academic performance, reduce risky behaviors, promote physical health, and provide a safe, structured environment for the children of working parents. (Insert Education Associations Here) is a non-profit organization that is made of parent, staff, and community volunteers with a primary purpose is to provide additional educational funding to campuses throughout Fresno Unified School District. Our invested support and funding can be used to provide educational resources for students in the classroom and at home. Additionally, our support can provide scholarships to graduating seniors with a goal to strengthen their financial status at the beginning of their college career. D. Contributing to Substance Abuse and Rehabilitation Programs The opioid epidemic has become an immense problem in U.S, and the Central Valley is no exemption. Despite decades of research on the most effective means to treat opioid use disorder, overdose deaths are at an all-time high, and relapse remains pervasive. In the last two decades, the opioid crisis has claimed an estimated 470,000 lives in the United States. Mainly caused by overprescribing and misleading marketing that led to countless addictions, deaths, and fractured families. It is estimated that up to 36 million people are abusing opioids around the world. In 2012, even though the United States had less than 5% of the global population, it consumed 80% of the world’s opioids. The opioid epidemic is unique because it is largel y driven by the healthcare system. In the mid-90s, pain was introduced in American medicine as the “Fifth Vital Sign” with a ranking scale for patients from 1-10. Once the conversation about pain became easier, doctors began frivolously offering more presc riptions for highly addictive opioid painkillers. In 2014, for every 1,000 residents of Fresno County, there were over 750 opioid prescriptions. In 2016, 752,112 opioid prescriptions were distributed in Fresno County. That is enough to prescribe 75% of our local population, excluding illicit sales of opiates, methamphetamines, and heroine. Doctors prescribe addictive drugs including Vicodin, oxycodone, OxyContin, Percocet, and morphine, at dangerously high levels, contributing to the ongoing opioid crisis in California 9 and throughout the nation. Doctors take an oath to protect patients and not engage in behavior that can risk their health and safety. During the process of consistently and drastically increasing patients’ opioid prescriptions, physicians and pharmaceutical companies are committing crimes of abuse, neglect and fraud against patients that are heavily dependent on their doctor’s recommendations. Thomas McNeese Keller, a neurologist and pain management doctor in Santa Rosa, California, was charged with second-degree murder in the deaths of four patients and felony elderly abuse in the case of a fifth patient who also died. Keller was taken into custody in August of 2019, facing up to life in prison, if convicted. Fraudulent and illegal conduct by pharmaceutical companies poses a great risk to public health and maligns the decisions of healthcare providers, costing billions of dollars to the government. Researchers at Harvard T.H. Chan School of Public Medicine, and Harvard Medical school found that opioid manufacturers are paying physicians huge sums of money, and the more opioids a doctor prescribes, the more money he or she makes. In 2014 and 2015, opioid manufacturers paid thousands of doctors across the country six-figure sums for speaking, consulting and other services. Pfizer and its subsidiary Pharmacia & Upjohn Company paid $2.3 billion to settle criminal and civil liabilities for illegal promotion of their pharmaceutical products. The amount included payment of more than $102 million in civil settlement to six whistleblowers of the company’s fraudulent practices in 2009. The opioid epidemic is destroying our communities and taking our loved ones, and both doctors and Pharmaceutical companies must be held accountable for the irreparable damage they have caused. In 2015, the Central Valley Opioid Safety Coalition was created and comprised of physicians, educators, community leaders, law enforcement entities, and public health experts. The goal is to provide multi-pronged strategic approaches to comprehensively address opioid misuse, abuse and overdose deaths for Fresno, Tulare, Kings, Merced, Mariposa, and Madera. CVOSC conducts education lectures that address the importance of understanding pain, pain management and safe prescribing. The goal of these lectures is to initiate discussion with medical providers about the issue and set the platform for establishing safe prescribing guidelines throughout the region. It is essential that we get to the root causes of the opioid epidemic by working collaboratively with local clinicians, doctors, nurse practitioners, and therapists to understand what can be done to keep our communities safe from the harmful effects caused by this national emergency. Abuse of tobacco, alcohol, and illicit drugs is costly to our Nation, exceeding more than $740 billion annually in costs related to crime, lost work productivity and health care. National abuse of Prescription Opioids is roughly an $80 billion impact. The Central Valley Opioid Safety Coalition is a broad, cross-sector coalition that is exercising a coordinated effort to comprehensively address prescription drug abuse and ensure the health, welfare, and safety of our communities. Rhombus is eager to champion our efforts in support of the CVOSC’s community impact solutions to mitigate the continuous spread of opioid misuse, abuse, and overdose deaths. As a cannabis-related organization we focus heavily on the efficacious value of the cannabis products we provide to our community. The science and research being conducted by top universities such 10 as Columbia University and Harvard University, include studies regarding the potential that medical cannabis has in significantly decreasin g the use of opioids. In addition to opioids, the use of non-opioid pain medications, antidepressants, antiepileptic drugs, benzodiazepines, and sleep aids/muscle relaxants significantly decreased after 6 months of cannabis use. Cannabis may be playing a role in reducing the personal public health and safety impacts of opioids, benzodiazepines, and other substances in the Central Valley. Chronic pain tops the list of symptoms reported by cannabis users, followed by insomnia, anxiety, depression, stress, and headache. Rhombus will collaborate with local organizations to help fund and support education programs and curriculum that discusses evidence suggesting that cannabis may be an efficacious tool during the acute opioid withdrawal period for people facing addiction. Numerous pre-clinical studies have shown that cannabis and cannabinoids decrease opioid withdrawal symptoms. This may become a therapeutic alternative that is much less harmful and more effective than the current weaning medications currently prescribed such as suboxone, Narcan, and methadone. Additionally, research links daily (at least) cannabis use with 21% greater odds of retention in opioid agonist treatment (methadone or buprenorphine/naloxone -based) than patients with less- than-daily cannabis use. Furthermore, a study using Medicaid State Drug Utilization Data from Washington DC and 8 states that legalized recreational marijuana found that legalization was associated with 32% reduction in number of opioid prescriptions, a 30% reduction in total doses, and a 31% reduction in spending on Schedule III opioids. We want to create positive changes in the increases of physical health, and psychological health of the members in our community. In many ways, it is kind of a simple formula. We have this patient population mostly affected by pain and mental health. We can help introduce cannabis as a potential course of treatment, and you get an associated reduction in prescription drug use overall, and an associated improvement in Quality of Life. The poor performance of many pain medications, including high numbers needed to treat and challenging side-effect profiles, have many looking for alternatives that have a great analgesic efficacy, non-addictive, and actually helpful in maintaining homeostasis within the body. 7.1.1 Providing Funding for, and Hosting Expungement Clinics or Outreach Services Cannabis has been gaining lots of public support over the last decade. The federally illegal plant has been made legal for medical and recreational use in the majority of the U.S. states. Currently 33 states allow for at some type of medical cannabis use a nd 11 allow for adult recreational use. The stigma around the drug has also lessened, with two thirds of Americans now supporting national legalization. Cannabis was even deemed essential and showing signs of market growth in many states during the Covid-19 pandemic. Still, despite the public support and medical use of the drug, cannabis remains federally illegal and arresting people who use it still seems to be a big priority for crime enforcement. According to the recently released Uniform Crime Report from the FBI, more people were arrested for cannabis in 2019 than for all violent crimes put together. 11 The data from the FBI’s report revealed that police arrested 554,602 people for cannabis related crimes in 2019. That arrest rate is 9% higher than the 4 95,871 people arrested for violent crimes in the same year. And those being arrested for cannabis are not just those making money from selling, growing, or manufacturing the drug – they are mostly people who consume cannabis. The vast majority of these arrests (92%) were for simple possession of the drug. 500,395 of those arrested for cannabis were simply found in possession of cannabis. Even if we take out all the arrests for being involved in unregulated cannabis commerce and just focus on arrests for cannabis possession, the numbers still outpace arrests for violent crimes. This highlights the inequitable situation between states, where cannabis consumers in one state may face serious jail time for an act that has no penalties at all in a neighboring state. It also makes us question whether law enforcement resources could be better allocated to fighting more serious crimes instead of focusing on arresting people for using a common recreational and medicinal plant. It is estimated that Police across America make a marijuana-related arrest every 58 seconds. At a time when the overwhelming majority of Americans want cannabis to be legal and regulated, it is an outrage that many police departments across the country continue to waste tax dollars and limited law enforcement resources on arresting otherwise law-abiding citizens for simple marijuana possession. Despite legalization efforts, arrests for cannabis reached an all-time high a decade ago, with close to 800,000 cannabis possession arrests. And while thos e numbers have decreased over the last decade due to legalization, thousands of people still end up in the criminal justice system over possession of cannabis. The data from the FBI also gave clues to where this year's cannabis arrests were more likely to take place. They found that cannabis arrests were least likely to happen in western states - which have mostly all legalized the drug. But those in the northeast may want to take caution around following cannabis laws. 53% of all drug arrests took place i n the northeast part of the country last year. In addition to residents in the northeast, those in the black community may also be at particular risk of being arrested for cannabis crimes. A recent report from the ACLU looked at data from 2018, and found that black people were 3.6 times more likely to be arrested for cannabis possession than white people. This is despite the fact that both groups use cannabis at similar rates. Even in western states with recreational cannabis laws, black people were 1.5 -1.8% more likely to be arrested for having cannabis. In states with the worst racial disparity in arrests, like Montana and Kentucky, black people were 9.4 -9.6% more likely to be arrested. In some counties, disparities were so high, black people were 50 times more likely to be arrested. 12 Black-To-White Cannabis Arrest Ratio By State and Market Type (2018) Since the passing of Proposition 64 by voters in California, well over 30,000 cannabis arrests both felony and misdemeanor have taken place. 64% of those arrests are made up of the Latino and Black population. However, people of all backgrounds are still being arrested for minor cannabis possession offenses. Thousands of people are experiencing disproportionate, negative impacts related to the criminal legal system. These disparities reflect discriminatory policies that fuel systemic inequalities, burdening families for generations and perpetuating a cycle of poverty. Justice-involved people face sanctions that can prevent them from getting a job, obtaining licenses, attaining and maintaining housing, qualifying for public assistance, pursuing higher education, engaging in civic participation, changing immigration status, and receiving custody of a minor (child), among many other restrictions. Additionally, people with criminal records face discrimination: 9 in 10 employers, 4 in 5 landlords, and 3 in 5 col leges and universities use background checks in hiring decisions. These impacts lead to higher rates of homelessness and unemployment, lower cumulative earnings, and difficulties pursing educational opportunities; they also create barriers to community integration. The consequences of having a criminal record do not occur in isolation but have direct substantial impacts for families and communities. These barriers undermine the five pillars of family well -being – income, savings and assets, education, 13 housing, and family strength and stability. People with criminal records lose access to opportunities, driving their families into poverty across generations. Our call to action is clear. Rhombus understands that social justice and racial justice are too often missing from our criminal justice system. Nowhere is that truer than the misguided and damaging “war on drugs”. Cannabis legalization presents a glaring injustice, as well as an opportunity to end unjust imprisonment of more than 40,000 Americans in priso n for activities that are now widely legal. As cannabis legalization expands, cannabis offenders must be released, have their records cleared, and be provided with re -entry programs at the same time cannabis is legalized. The “war on drugs” has caused irre parable damage to millions of lives and has been a major vehicle for systemic racial and social injustice. Rhombus will team up with policy and education experts, leaders in social justice and drug policy to continue working hard to reform the existing laws that are responsible for creating the criminal injustices our communities are heavily burdened with. We will focus on developing reentry programs that create pathways to employment within the legal cannabis industry for justice impacted individuals who have been negatively affected by the criminalization of cannabis. To solidify our program, we will partner with cannabis staffing companies like Vangst, to offer mentorship for our constituents that includes employability skills, resume building, interviewing skills, and recruitment in order to assist in securing meaningful employment. Furthermore, Rhombus will partner with cannabis-related academic organizations to provide scholarships for formerly incarcerated individuals so that they can succeed in the cannabis industry with proper education and experience. Rhombus is eager to fund, support and host a free cannabis expungement clinic twice a year for previous offenders needing to clean their record and return to a life strengthened by freedom of choice and opportunity. Americans deserve a just, equitable and effective approach to drug policy. Past mistakes should not define who people are today. The expungement clinics are driven by a common-sense approach to drug policy, which helps us to combat injusti ce, protect our freedoms and ensure American’s continued health, safety, and prosperity. The Department of Justice released a data set showing the number of past convictions to each county in the State of California. The DOJ reported 3,129 cannabis-related cases in Fresno County. Rhombus will work together with volunteers from the Fresno County Public Defender’s Office, the National Diversity & Cannabis Inclusion Alliance, Drug Policy Alliance, and the Last Prisoner Project to implement a local expungement program for residents throughout the county. Additionally, we can assist people with navigating expungement through a free online portal called “Clear My Record”, which was built by Code for America. This online tool can help people with eligible convictions work through the complicated journey toward clearing their record. With Clear My Record, people can fill out a 10-minute online application and get connected with a public defender or legal aid attorney who can handle their case in the relevant county. Clear My Record also supports fast text message and email communication between clients and attorneys, reducing the average time to hear back from an attorney. 14 7.1.2 Sustainable Business Practices Energy-efficient buildings reduce indoor air pollution because they offer cleaner combustion and better ventilation than traditional buildings. And because they use less energy, they also curb outdoor pollution by reducing the fossil fuel pollution created by power generation. Reduction in indoor and outdoor air pollutants can decrease incidence of illnesses such as asthma and lung cancer, as well as lower the rate of premature deaths. This practice saves not only countless lives, but can also mitigate some the financial and social costs of medical treatment and lost productivity. Efficient buildings that make highly productive use of natural resources are vital to achieving sustainable development. By Rhombus investing in them today, our city can yield “triple bottom line” benefits – including economic, social, and environmental opportunities, long into the future. Rhombus’s implementation plan includes: - Painting exterior of building white to reduce internal heat absorption - Paint the flat roof with reflective coating to reduce heat absorption - Use energy efficient light bulbs - Use energy efficient HVAC and Odor mitigation systems - Install sensors and automatic doors to reduce heat loss/cold air from open doors in warm/cold climates - Turn off heating one hour before closing time w - Energy efficient water heater for breakroom kitchen, turn down temperature gauge on the heater as we will not require boiling hot water - Store windows in the lobby/reception, front offices, waiting room will be exposed to natural light - Time sensitive/adjustable shut offs on all light switches - Possibly installation of sky lights - Will install energy star label appliances in employee breakroom - Choose a hybrid or EV car for local deliveries - Schedule delivery routes to serve groups of customers who are geographically close together in each delivery run - Encourage employees to carpool - Go paperless wherever possible - Use sustainable exit packaging materials - Purchase EV delivery vehicles 7.1.3 Revitalizing Obscured Vacancy and Blight Throughout our Local Community Neighborhood blight and the presence of vacant abandoned properties have profound negative impacts on afflicted communities. Blighted properties decrease surrounding property values, erode the health of local housing markets, pose safety hazards, and reduce local tax revenue. 15 Blight affects all types of communities – rural, urban, and suburban. Economic disinvestment and the withdrawal of industry increase unemployment and worker migration, which lead to vacancy and deterioration. The vacancies, in turn, reduce tax revenue for local governments, which respond to reducing public services and functions such as code enforcement, making the area less attractive and fueling further population loss. Buyers have difficulty o btaining mortgages for homes in neighborhoods with blighted properties and low sales because of underappraisal. Underappraisal, or an appraisal gap, happens when the market price of a property is higher than its appraised value because of a lack of recent comparable sales in the area. The appraisal gap phenomenon results in market conditions that are more attractive to investors than to owner occupiers, hampering market recovery and replicating ownership circumstances that are more likely to result in abandonment and disrepair. Studies have shown that blight costs millions of dollars in reduced property values and lost tax revenue, and requires millions in safety-related spending. Vacant and blight properties make people feel less safe and less proud of their neighborhoods. In addition to its negative effects on crime rates and property values, blight causes social problems and environmental health issues. Rhombus intentionally set out to secure a vacant property that posed a threat to public health, safety, and welfare of the surrounding community. Our goal is to implement a strategy for reuse aimed to stabilize and revitalize the neighborhood, stimulating economic recovery and growth. We view vacant properties as an opportunity for productive reuse, reimagining blight and dilapidation as a new commercial retail location that is aesthetically pleasing, safe, and gener ates value for all that live and conduct business in the area. It is of great importance for us to maximize our efforts and resources in areas throughout the City of Fresno that consist of higher rates of vacancy and abandoned properties, that which are associated with crime, increased risk to health and welfare, plunging surrounding property values, and escalating municipal costs. We view our leased location, which has been vacant for 6 years, as an opportunity to come up with ways to reuse the property so that it enhances, and at a minimum does not detract from, the attractiveness of neighborhood homebuyers, investors, and rehabbers. Several buildings along the Blackstone Corridor are derelict, unsafe, and contributing to overall community decline and disinvestment. Furthermore, our intention is to establish a shared value approach and develop reinvestment programs with a percentage of our earnings, to help clean up graffiti and litter, build community gardens, revitalize existing parks, and construct new parks for neighborhoods that need safe places for our kids to play. Additionally, we remained conscious about conducting business near establishments with a liquor license who distribute alcohol products to the public. Public drinking environments such as bars and dance clubs, see high levels of alcohol-related harm, including drunkenness, aggression, sexual assault, public disorder, unintentional injury, drunk driving, and road traffic crashes. A permissive environment that allows rowdiness, offers drink promotions, and has a focus on music and dancing in bars have been associated with higher levels of alcohol -related harm. Illegal activities such as drug use, drug dealing and prostitution in drinking venues have been associated with conflict aggression and crime. Areas with a heightened concentration of 16 bars and nightclubs have always been associated with a higher risk of creating unpredictable environments. Being involved in an industry where businesses are restricted to cash, are a target for assaults that endanger the public. Rhombus has made every effort to consider the safety and security of our business, customers, employees, and surrounding communities at the forefront of our planning and development. We understand the importance of reinvesting in a vacant property located in a blighted region, as they are widely known to attract crime. Boarded doors, unkempt properties, and broken windows can signal an unsupervised haven for criminal activity. Along with a nearby affordable housing project, we intend to invest our efforts in stabilizing and revitalizing the residential and commercial areas of the North Blackstone corridor region. Rhombus will always invest in high standards of living, to ensure our surrounding neighbors’ quality of life through strategic planning and corporate citizenship, are sustained for years to come. We are developing a long-term, comprehensive plan to become an integral part of our community. 7.2 Sensible Public Health and Cannabis Education Outreach for the Youth Rhombus will develop a framework of core concepts and values to support the development of youth cannabis education. They are intended to guide decisions related to cannabis education and conversation practices rather than act as a set of detailed guidelin es or an action plan for implementing a drug education curriculum. The guiding principles underscore a broad set of concepts that, collectively, can guide the design and implementation of youth cannabis education. Given the diversity of young people, these principles can be adapted and implemented in different ways to best serve the context. The following principles reflect the current state of research in the promotion of cannabis literacy, health, and wellbeing among the youth. 1. Education grounded in evidence-based information Youth should be given easy access to evidence-based information around cannabis. Since the 1960’s, the dominant practice in drug education has been to instill fear around drug use by focusing on, and often exaggerating, the negative consequences of cannabi s use. The authoritarian and fear-based approaches to drug education can alienate young people and undermine the credibility of education efforts. In addition to the ineffectiveness of the predominantly used fear- and abstinence-based approach in school-based prevention approaches, barriers to meaningful drug education for youth also include the absence of youth input and perspective in curriculum development. Rhombus believes that young people have a right to access accurate and non-judgmental evidence -based health information. Strategies that aim to engage in honest dialogue and reduce dangerous behaviors associated with cannabis use have had some promising results. Education should be grounded in considerations of risk and protective factors around cannabis use. Risk factors are consideration of an individual or their environment which may enhance the likelihood of problematic cannabis use, including weak family bonds, chaotic family environment, disengagement with school, trauma, and poor economic condi tions. Protective 17 factors are those which reduce the risk of developing problematic use, including strong parental monitoring, strong community cohesiveness, and social skills development. Protective and risk factors across domains of youth’s lives – including individual, school, community, and family – can lead to positive outcomes, including helping youth build resiliency and healthy coping skills. Effective cannabis education relies on a skill -based approach such as personal development, general decision-making skills, how to manage stress, and harm reduction. There is also support for programs focusing on social influence, the development of life skills, resistance skills, and normative education. The best education approach depends on context; age, cult ural considerations, and realities of youth’s experiences are all factors in deciding which approach is right. Cannabis education should be created with both users and non -users in mind, taking advantage of the full breadth of information and insight youth have to offer. 2. Non-judgmental, open dialogue that uses interactive approaches Adolescence is a critical period of development for young people in many ways, as well as a key age for talking about substance use. Young people often do not have access to avenues that allow for open and balanced discussions about cannabis use, including a more rigorous understanding of the reasons for use, risks, and how to minimize those risks. To address these concerns around how to approach cannabis education, promoting open dialogue without judgment is important. Starting with a conversation around the common perceptions of people who use cannabis and how they are often depicted in the media can help to break down barriers and open dialogue about personal experiences with cannabis. This approach can elicit and allow youth to highlight aspects of cannabis use that they may be curious about. Effective ways to promote open dialogue include asking open-ended questions and using language that is understandable and straightforward. It is imperative to acknowledge that some youth will choose to use cannabis regardless of the resources provided. Therefore, including a conversation about the differences between appropriate and problematic use is valuable. It is crucial to be respectful and non-assuming about young people’s experiences, feeling, and curiosity about cannabis use in general, including its most mundane or stigmatizing aspects. Engaging in open dialogue requires building an honest, and positive rapport with youth. Young people rarely have the opportunity within drug education programs to discuss their use of cannabis with the most important adults in their lives. This signals that interactive programming, which is focused on active participation and discovery learning, is largely absent with drug education. Interactive cannabis education can have a greater impact than lecture -style, teacher- led delivery. Studies continue to draw attention to how interactive and balanced discussions around cannabis can create supportive environments to aid youth in their health decision-making. Interactive teaching methods can maximize communication between teachers, students, and their peers have proven effective for prevention, and improving self -reported legal and illegal drug use. Creative methods, such as films created for the purpose of exploring cannabis use and decision making, are effective in encouraging reflection and dialogue around substance use. Innovative methods fostering discussion about decision making and cann abis use highlight the importance of novel resources that incorporate and allow youth to offer their perspectives on the topic of cannabis use. 18 3. Meaningful inclusion Youth are often not given the opportunity to participate in key decision that affect t hem, and as such, there can be a lack of understanding around the needs and visions of youth with respect to their own social inclusion. This is particularly the case in policy and education design, as well as implementation. Cannabis education and design approaches should avoid tokenism, which is the practice of symbolically including a young person or small group of youth to appear inclusive without offering meaningful opportunities to participate. Further examples of tokenism include imbalances of power, negative youth stereotyping, as well as challeng ing attitudes that serve to frame youth as incapable of taking on leadership roles and partnerships within various organizations and programs. Youth should always be engaged as credible partners whose input is highly valued and who have a right to provide input and hold decision-making power. Young people also recognize their participation in educational reform efforts as a social justice issue. Contrary to stereotypes of youth as apathetic, given the opportunity and support to participate in these efforts, youth can be authentically engaged in effective partnerships to inform educational efforts and offer insight into how their lives, particularly how they assign meaning and prioritize changes to cannabis education, can vary by race, class, gender, age, and sexual orientation. Best practices on youth substance use suggest that consulting with diverse youth is critical to program effectiveness. Involving young people contributes to ensuri ng that drug education is relevant to their needs. Youth should be given opportunities to be active “meaning - makers” in their own lives, which can take a variety of forms such as involvement in the creation of materials, providing continual feedback and evaluation, and participating in implementation and delivery. 4. Delivery by a trained facilitator or peer Determining who is the best to lead drug education programs can be challenging. With choices ranging from teachers, peers, law enforcement, or professional program providers, an effective leadership role depends on a range of contextual factors such as individual characteristics, neighborhood environment and past encounters with the police. Some youth report negative attitudes towards police officers, which suggests police presence in schools may leave some students, who already hold negative attitudes, feeling alienated in school. The widely used drug education programs like D.A.R.E have traditionally relied on police delivery, and have been demonstrated to have no significant impact on youth drug use. Studies show ethical issues with having law enforcement in schools, including in an educational role, noting tension between traditional law enforcement duty taking precedence over education and mentoring . When considering the differences in program delivery by teachers, peers, or program providers, this is not a clear answer. Drug prevention programs led by peers can be just as effective as programs led by adults with proper training and support, but professional program providers generally outperform both peers and teachers. Peer-based programs have been successfully used in a range of contexts, including substance use, sexual risk behaviors, and HIV prevention among young people. Promising evidence suggests that peer intervention models can both change behavior and improve comprehension. As a result, this provides us with another opportunity to engage young people in the discussion about drug education, ensure our message is relatable and consistent with youth experiences, and continue to foster a strong, open dialogue. 19 Often peers are embedded in common social groups and communities, which gives them greater credibility than adults because they share that common understanding of social status, peer culture, and youth norms. This means that education can resonate to a greater extent through meaningful inclusion, and the actual process of being a peer leader is also shown to be beneficial and result in enhanced confidence, self-esteem, communication skills, and behavioral change. Rhombus believes that young people may feel more comfortable discussing their experiences with someone who is close to their own age and who, “gets it”. 5. Starting education earlier, with age-appropriate content Research demonstrates that interventions, generally, are likely to be more helpful if the discussion is started before a young person tries cannabis for the first time. Parent -child communication has been shown to encourage healthier choices and reduce the risk of earlier onset of drug use more generally. Other key variables related to parent-child communication around substance use include positive parenting and family management strategies, such as setting clear expectations, family support, and ongoing communication. When approaching cannabis education with youth, parents and educators must often navigate the challenges of speaking about both the evidence -based risks and benefits of cannabis use, including what to say and how to say it. To minimize harmful behaviors and help youth make informed decisions regarding the use of cannabis, the inclusion of evidence -based conversations should prioritize young people’s decision-making capabilities, and assist youth in understanding the impacts of cannabis use. Research supports the idea that drug education is most effective when delivered prior to initial use, or when youth are likely to experience their first exposure to cannabis. Research also indicates that onset of use varies in different populations with dif ferent types of drugs, but cannabis initiation is found to be most common at 15 years of age. However, many sources agree that interventions should start well before the ninth grade. Since the effectiveness of cannabis education is heavily influenced by the age group that is targeted by the intervention, a developmental perspective on substance use prevention and interventions is important. To determine appropriate timing, we need to consider both the age of substance use initiation and differences in psychological and cognitive needs and capacities of the age group. Research suggests that older children and adolescents benefits more from programs that focus on a single drug, like cannabis. Drug education should happen for youth at multiple stages, and education and conversation on this topic are just as relevant in the home as in schools or community programs. 6. Supporting open parent-child communication For many parents and guardians, discussing cannabis use can be intimidating because of a lack of knowledge or experience around the effects of cannabis. Rhombus understands that the importance of supporting families in initiating these conversations can provide additional support for youth, so parents are not left on their own as often happens with drug education. Our goal is to teach parents and guardians that discussions should be ongoing, open, and non-judgmental. Research has demonstrated that it is not the formality but the regularity of the discussion that leads to more successful outcomes with young people. For example, one study found that consistent monitoring and communication about cannabis from an early age (from ages 12 -14) led to decreased cannabis use. 20 With cannabis experimentation during this early, developmental period, improving th e level and consistency of parental monitoring and communication may be a fruitful target for prevention. Studies further suggest that the creation of holistic education that includes both parents and the community can create better outcomes for young people. Ideally, Rhombus is interested in working with educators, parents, and other key influencers with communication and efforts to work towards comprehensive and consistent messaging around cannabis use. We want to support and help parents approach the cannabis conversation with their kids. 7. Inclusion of harm reduction Today, young people receive adult-driven public health messages emphasizing the harms of cannabis, yet frequently hear about permissible medicinal use and are exposed to an environment where recreational use occurs among peers and adults. Our team at Rhombus understands that youth must be equipped with the facts that can allow them to make better choices, and that talking to youth about making safer choices will not cause them to use cannabis. An approach to prevention and education that focuses on both reducing the harms and giving young people the tools to make informed choices has become increasingly utilized as a more realistic approach to drug education. Harm reduction efforts are rooted in the goal of reducing the risks and harms associated with drug use, rather than eliminating drug use entirely. This approach has been shown to be more effective than abstinence-based drug education. Access to harm reduction information can lead to more positive decision-making in relation to use. Drug education that includes harm reduction principles has demonstrated high levels of cultural acceptability and approval among t arget populations, and has also been shown to impact knowledge, attitudes, and self -reported and planned behaviors. Taking the necessary steps to minimize harms has received promising responses in the reduction of alcohol misuse, sexual health, and tobacco use and experimentation. Additionally, Rhombus has found that a growing body of evidence developing around, Brief Interventions, focusing on information regarding awareness or motivational components targeted at pre-defined risk or target groups can be effective in changing risk behaviors around drug use. Brief interventions can be delivered in person and through written materials, and include fact - based information on cannabis, suggestions on how to modify its risks, and identifying possible barriers to achieving the reduction of harm. Brief Interventions have shown to be an effective approach in studies of high frequency youth cannabis users. Harm reduction approaches have been found to be effective in reducing harms among older students (ages 15 -25). Educators should consider these contextual factors in deciding when to include harm reduction strategies in cannabis education. 8. Education tailored to the specific context There is no one-size-fits-all approach to cannabis education, and what may work in one context may not work in another. We realize that young people are diverse with different backgrounds, beliefs, experiences, needs, abilities, and as such, cannabis educa tion should always be tailored to the context and population. Programming should be targeted based on the realities of that particular group (i.e., rural versus urban setting), and consider that some youth populations are at greater risk of developing issues with problematic substance use than others, including street- 21 involved youth, youth involved with the criminal justice system, youth with co -occurring disorders, LGBTQ youth, as well as Indigenous youth. As an effective response, educational programs should be adapted to the needs of diverse youth populations, which can be accomplished in part through their meaningful inclusion in the development of education tools. 9. Ongoing education available to youth Cannabis education is more than a one-session conversation. Multiple session programs with follow up have shown promising results in preventative outcomes. Youth have the right to accessible, accurate, and ongoing drug education and support that can help them navigate different experiences and exposure to cannabis. Research suggests that follow up, or “booster sessions”, that are designed to review and build on original education program content have been shown to demonstrate effectiveness in helping to reinforce earlier lessons and ideas, coupled with interactivity in delivery. Rhombus understand that fostering youth’s cannabis literacy by providing ongoing access to fact- based information includes ensuring sufficient program duration and intensity. Young people must be able to access honest drug educ ation, which in turn impacts how equipped they are to make choices around their health. Rhombus’s comprehensive cannabis education must provide honest, age-appropriate information, which will ultimately arm our young communities with the skills necessary to take personal responsibility for their health and decision making. We understand that youth will encounter cannabis at some point in their lives, so honest information and ongoing discussions about cannabis will help them navigate the changing legal land scape and experiences with friends, family and acquaintances. 10. Attention to overlapping issues of racism, social justice, and stigma The criminalization of drug use and people using drugs is closely tied to the idea of stigma. Stigma refers to a perceived negative attribute that causes someone to devalue or think less of the whole person. Stigma can affect how people are treated, including facing discrimination or avoidance and condemnation by others. Rhombus realizes that cannabis use has traditionally been stigmatized and associated with being deviant. While the meaning and status of cannabis use continues to shift, there are still broader social consequences associated with being k nown as a cannabis user. Young people fear being caught by parents or police because they don’t want to be labeled as a drug user, stoner, pothead or druggie. Stigma can act as a barrier in engaging youth in open and honest conversations around cannabis use and their own experiences, and discussing and admitting problematic cannabis use. It is imperative for us to be cognizant of this barrier, meaning Rhombus can focus on creating safe spaces for cannabis education dialogue. While it is important that youth know the historical context of cannabis prohibition when age- appropriate, being aware of the social injustices rooted within cannabis prohibition can also help educators tailor programs to the context, particularly when working with vulnerable populati ons. Addressing some of the injustices faced by groups who have historically been and continue to be marginalized, ignored, over criminalized, and subject to discrimination, can also allow the opportunity to talk about social diversity and social justice. Acknowledging issues related to racism, social justice, and stigma should be included in the development of cannabis education. 22 The continued criminalization of drugs, and cannabis in the United States has exacerbated many inequities and injustices, including how various social determinants of health – such as socioeconomic status and access to affordable housing – impact drug use, health outcomes, and criminalization. Open conversations around these issues can help foster critical thinking around larger social disparities intricately tied to the prohibition and legalization of cannabis in the United States. Pull Away Curriculum The curriculum that Rhombus will provide outlines core concepts educators and parents can draw on to familiarize themselves with cannabis and cannabis use . Additionally, this curriculum can be used as a resource to assist in the information delivery component of a comprehensive cannabis education program. As highlighted above, teaching youth the “facts” about cannabis should not be the only focus of cannabis education, but given the vast amount of resources – including conflicting research, internet sources, and myths – an overview of where the evidence sits can help guide informed conversations with youth. Topics to be addressed include: 1. Cannabis 101 – what is it and how is it used? 2. Reasons for cannabis use and non-use among youth 3. Harm reduction – what is it and why is it useful? 4. Cannabis: a historical and legislative background 5. Assessing potential health harms Cannabis 101 By the end of this section, teachers and students will: 1. Learn about how cannabis interacts with the endocannabinoid system 2. Learn about the most common cannabinoids (including THC, CBD, and CBN) 3. Understand what cannabis is, including its effects, terpenes, and flavonoids 4. Understand a variety of ways cannabis is commonly prepared and consumed, including differences in onset and duration of fel t effects Reasons for cannabis use By the end of this section, teachers and students will: 1. Understand a variety of individual motives for use 2. Understand a variety of social factors which may contribute to use, including “peer pressure” 3. Understand what factors account for non-use in youth 4. Understand where youth access cannabis Harm Reduction: What is it? And why is it useful? By the end of this section, you will: 1. Understand what harm reduction is 2. Understand practical ways to reduce the harms associated with cannabis use, through both abstinence and the reduction of risky behaviors for youth who are already using cannabis 23 Cannabis – A historical and legislative background By the end of this section, teachers and students will: 1. Learn briefly about the history of drug prohibition in United States, and how it disproportionately targets vulnerable segments of the population, including youth 2. Understand key elements of the Marihuana Tax Act of 1937, particularly as it relates to youth 3. Understand the medical cannabis access program in United States, including the difference between Licensed Producers and cannabis dispensaries Assessing Potential Health Harms By the end of this section, teachers and students will: 1. Differentiate between correlation and causation in research 2. Understand common indicators of problematic use 3. Understand the impacts of cannabis use on cognition and the developing brain 4. Understand the complex relationship between mental health and cannabis use, and the importance of various risk factors 5. Understand the acute adverse effects of cannabis impairment 6. Understand the long-term physical health implications of cannabis use 7. Understand evidence behind the common “gateway” theory The legalization and regulation of non-medical cannabis markets presents a significant opportunity for organizations like Rhombus, to change the way we approach cannabis education with young people in California and throughout the United States. Th is is an opportunity to move away from abstinence-only cannabis education and instead develop new approaches that resonate with young people. Rhombus believes that creation of education programs that serve youth who do not use cannabis, as well as those who do provides a greater occurrence of inclusion and a sustained interest among youth. In any drug education program, young people’s right to education and health services, as well as privacy, should be respected. We realize that educators and parents also need support in order to highlight for youth what is known about cannabis use . Rhombus will be teaming up with parents, educators, mentors, and legacy organizations like Drug Policy Alliance to offer accurate, honest, and compassionate drug education is the right way for our young people. Our safety-first approach consists of Real Drug Education for Teens curriculum that is a comprehensive tool for teachers/parents that allows them to have honest conversations about drugs with their teens, equipping them with the skills to navigate their risks . This harm reduction-based drug education is free and consists of 15 lessons that can be completed in a 45 to 50-minute class period. Each lesson is designed to engage students through interactive activities such as discussions and role -playing. The curriculum is aligned with National Health Education Standards as well as Common Core State Standards so it can be eas ily integrated into Health classes. 24 7.3 Contributions to the Fresno Community Reinvestment Fund Rhombus imagines an industry where everybody is given a chance to succeed. Our organization exists to create those opportunities in the cannabis industry. The Fresno Community Reinvestment Fund is a platform that can drive funding in loans, investments, and other financial instruments to change lives and transform economically challenged business owners an d their communities, into a sustainable culture. By Rhombus’s commitment to investment in community partners and business ecosystems, we can help reinvent the flow of capital that brings new socioeconomic opportunities to all stakeholders involved in the city’s cannabis industry. Partnership lies at the center of our work. We will collaborate with community leaders, nonprofits, financial institutions, foundations and more to address systemic inequities, create new strategies that build a stronger economy, create jobs, and fund supporting efforts to sustain economic mobility within the City of Fresno. Members of our organization would like to be considered eligible for a leadership role within the commission that works to establish the Fresno Community Reinvestment Fund. Our team members can assist the commission with bringing together market knowledge, problem-solving solutions, funding for loan structuring, building relationships with investors, and program management to solve complex community and industry development challenges. We understand that investing in our social equity partners creates a long-term ripple effect; removing barriers to entry, increasing the number of jobs as businesses reach stability and growth, allowing for greater prosperity and development in the local area. INDEMNIFICATION AND HOLD HARMLESS AGREEMENT FOR COMMERCIAL CANNABIS BUSINESS PERMIT APPLICATION To the fullest extent permitted by law, the City of Fresno (City) shall not assume any liability whatsoever with respect to having issued a commercial cannabis business permit pursuant to Fresno Municipal Code Section. 9-3333 or otherwise approving the operation of any commercial cannabis business or cannabis retail business. In consideration for the submittal of an application for a commercial cannabis business permit application and/or issuance of a cannabis business permit, and to the furthest extent allowed by law, Applicant does hereby agree to indemnify, hold harmless and defend the City and each of its officers, officials, employees, agents and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage) incurred by City, Applicant or any other person, and from any and all claims, demands and actions in law or equity (including reasonable attorney's fees and litigation expenses), arising or alleged to have arisen directly or indirectly out of the issuance of a cannabis business permit. Applicant’s obligations under the preceding sentence shall not apply to any loss, liability, fines, penalties, forfeitures, costs or damages caused solely by the gross negligence, or caused by the willful misconduct, of City or any of its officers, officials, employees, agents or volunteers. Applicant must, at the time of permit issuance, maintain insurance at coverage limits and with conditions thereon determined necessary and appropriate from time to time by the City Manager. Applicant shall conduct all defense at his/her/its sole cost. The fact that insurance is obtained by Applicant shall not be deemed to release or diminish the liability of Applicant, including, without limitation, liability assum ed under this Agreement. The duty to indemnify shall apply to all claims regardless of whether any insurance policies are applicable. The duty to defend hereunder is wholly independent of and separate from the duty to indemnify and such duty to defend exists regardless of any ultimate liability of Applicant. The policy limits do not act as a limitation upon the amount of defense and/or indemnification to be provided by Applicant. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of Applicant, its officials, officers, employees, agents, volunteers or invitees. City shall be reimbursed for all costs and expenses, including but not limited to legal fees and costs and court costs, which the city may be required to pay as a result of any legal challenge related to the city's approval of the applicant's commercial cannabis business permit. The City may, at its sole discretion, participate at its own expense in the defense of any such action, but such participation shall not relieve any of the obligations imposed hereunder. This Indemnification and Hold Harmless Agreement shall survive the expiration or termination of the Application and/or Permit. The undersigned acknowledges that he/she (i) has read and fully understands the content of this Indemnification and Hold Harmless Agreement; (ii) is aware that this is a contract between the City and Applicant; (iii) has had the opportunity to consult with his/her attorney, in his/her discretion; (iv) is fully aware of the legal consequences of signing this document; and (v) is the Applicant or his/her/its authorized signatory. Signed on this day of 2020. Applicant Signature City Employee Signature Print Name and Company Name Print Name Address Title Telephone Number Telephone Number 04 December Frank A Voelz, Rhombus Partners, LLC Proposed Location and Development Plan SECTION 6. APPENDIX A EVALUATION CRITERIA FRESNO COMMERCIAL CANNABIS BUSINESS PERMIT APPLICATION SUBMITTED 12/4/20 1 Table of Contents 6.1 Location, Site Design, and Improvements .......................................................................................................... 2 Ariel Photo of Subject Property and Surrounding Area .......................................................................................... 2 Ariel photo of Vehicle Main Entrance and Proposed Exit Route ............................................................................. 3 6.2 Front (street side) of the Building ...................................................................................................................... 4 West Side of the Building (Showing proposed parking lot sp ace) .......................................................................... 5 South Side of the Building (Showing exposed window and door way that will be removed and sealed) ................. 6 North Side of the Building (Showing proposed customer exit route and Secure Delivery/Distribution Vehicle Entrance) .............................................................................................................................................................. 7 Secured Over-Head door for Product Receiving/Loading area ............................................................................... 8 Perimeter Fence Specifications for Subject Property ............................................................................................. 9 Proposed Floor Plan ............................................................................................................................................ 10 Proposed Floor Plan 2 ......................................................................................................................................... 11 6.3.1 Preises Site Diagram...................................................................................................................................... 12 2 6.1 Location, Site Design, and Improvements The Adult-Use cannabis retail facility, located at 1461 N Blackstone Avenue (APN 451-134-16), will be an exterior and interior improvement project to an existing commercial building/lot in a Neighborhood-Mixed Use zone, land-use compliant area of Fresno, California. The lot size is 18,730 square feet, and is in the Blackstone Corridor with strong visibility. The existing building is a 4,560 square foot structure that will be improved and altered to support uses in sales of Adult-Use cannabis and manufactured products. The property is free-standing with its own parking lot, secured by a six-foot perimeter fence made of chain link, barbed wire, and wrought iron. The proposed location includes 5 existing parking lot spaces, with Rhombus proposing an additional 20 spaces for a total of 25 parking lot spaces for the overall enclosed area. Additionally, the proposed location allows for street parking on N Blackstone and E Pine Street, increasing adequate space for supporting the required parking for the proposed uses of the building. Ariel Photo of Subject Property and Surrounding Area 3 In accordance with 16 CCR 5026(a) and FMC 9-3307(c), the proposed site is not within eight hundred (800) feet of any proposed cannabis retail business, K-12 schools, daycare centers, or youth centers. There are no known state or locally defined sensitive u se areas impacted by the proposed location and operation type. Mission Auto Sales is located on the South side of the subject property. Facing East is Blackstone Avenue, with four vacant properties and Shark Auto Sales directly across the main corridor. Smith’s Auto Care is to the North, and a residential dwelling about 95 feet from the subject building is to the West. Ariel photo of Vehicle Main Entrance and Proposed Exit Route The main entrance for the property is located on N. Blackstone Avenue. Rhombus is proposing an exit route on the SW side of the subject property to support the proposed parking lot expansion, and for a more efficient and secured flow of traffic. Posted signage and security personnel will direct exiting patrons North onto E Pine Avenue to mitigate any traffic nuisance. There is an existing driveway that is currently not in use. 4 6.2 Front (street side) of the Building The proposed dispensary will occupy 4,561 square feet of ground floor area . It will have a large main entry facing the public street (N Blackstone Ave) that will provide a compliant path of travel from the public right-of-way and existing parking lot. All exterior windows will be bullet-resistant and covered with an attractive opaque film to ensure the internal activities are not visible to the public. Pursuant to Fresno Municipal Code Section 9-3309 (h), Chapter 9, Article 33 Signage and Notices, Rhombus will limit signage to that needed for identification only and will not advertise or list services of products offered. Advertising within our facility will not be visible from the exterior of the building, and will not be placed on the exterior of the building. 5 West Side of the Building (Showing proposed parking lot space) The existing and proposed parking lot will have improved night lighti ng and provide 24-hour video surveillance over the entire parking lot area, proposed exit and delivery entrances, aisle - ways, and main entry. The main entry will be a large, glass storefront with accessibility and exiting improvements, per the standing California Building Code and ADA accessibility guidelines. The proposed parking lot specifications include asphault coverings, concrete parking blocks, and light fixtures and cameras required by the City of Fresno’s Municpal Codes. 6 South Side of the Building (Showing exposed window and door way that will be removed and sealed) To ensure the safety and security of our visitors and staff, Rhombus is proposing a scope of work that includes patching the south side of the exterior building with lath and plaster to match the existing wall in order to mitigate any vandalism or theft to the exposed window outside of the perimeter fence line. Tarlton and Sons, Inc. has provided Rhombus with a bid for the construction. 7 North Side of the Building (Showing proposed customer exit route and Secure Delivery/Distribution Vehicle Entrance) Rhombus is proposing to use the customer doorway on the North side of the building as an exit point for patrons who have completed their shopping. This would provide Rhombus with a U- Shape flow of traffic throughout the facility (See Floor Plan Diagram), alleviating any congestion that may occur at the main entrance on the East side of the building. It is our duty to address every potential risk associated with our operations, and we believe that using the Main Entrance as the Main Exit point can cause a sudden influx of people at one time during peak hours. When a sudden increase in customers causes lines to back up, the resulting congestion can limit the ability to exit the building comfortably, as well as cause safety concerns for our visitors and security personnel. Additionally, the congested flow of traffic can impact the quality of the customers shopping experience. An organized flow will enhance their expereince and leave them feeling respected, safe, and impressed with the welcoming efforts we aim to instill at Rhombus. We want to be able to manage flow with flexibility by clearing pathways that disperse and direct people freely, rather than congregating at a single ingress/egress point. We will use signage and rope barriers to make the pathway to shop, purchase and check in or out very efficent. Having clear and easy access into a location and back out once a transaction is completed makes shopping and movability less challenging, adding to a more pleasurable experience. 8 Additionally, Rhombus is proposing use of an existing vehicle entrance door for purposes of privately receiving shipment orders from our vendors, as well as safely loading our delivery vehicle for shipment of our customers orders. See 1.6.1 (ii) Identify location and procedures for receiving deliveries during business hours 9 Perimeter Fence Specifications for Subject Property Rhombus is proposing a brand new perimeter fence to secure the subject property. Valley Fence Co. has provided us with a bid for construction. Fence materials on the West side of the building include an 8ft. tall metal chain link fence secured at the top with barbed wire. The proposed exit would include an automated 6ft. tall iron gate secured with keypad entry, security cameras, alarm, and monitoring personnel. Fence materials on the East and North side of the proposed location include a 6ft. tall metal fence, with automated access controls secured by keypad entry, security cameras, alarm, and monitoring personnel. East Side Fence West Side Fence Security Gate Specifications 10 Proposed Floor Plan Upon entering the dispensary, the waiting room will have a two person administrative/security welcome area and waiting room with seating for up to 30 people at any one time. When a customer is notified of their appointment, they will be allowed entrance into the main, central sales area that uses glass display cases in the center of the sales area, L-Shaped order and sales counter with a raised center counter area for the selection of products, and wall displays behind the POS stations. This area is the large space to the West of the builiding to the overall compliment of support spaces that includes offices, ADA compliant restrooms, employee lounge, conference room, safe/vault/DEA caged room, receiving and storage, retail sales area, reception, waiting, waiting room, and computer server room. The vertiical deminsions vary with a minimum ceiling height of ten feet in the sales area and support areas, and a maximum ceiling height of twelve feet in the lobby area. The interior appointments, and finishes, will be welcoming, open, and bright and calming, holistic application. . The building improvements also include upgraded and code compliant, energy efficient lighting and mechanical heating and air-conditining. Additionally, the building will be equipped with an alternative power system with the addition of photovoltaic, roof mounted solar panels that will provide a high degree of supplement electrical power for the overall supply of any power requirements in use. 11 Proposed Floor Plan 2 Interior Design The proposed interior design includes the following: - Finished concerete flooring in the Main Lobby, Sales Floor, Receiving/Loading area, and Vault - Hardwood flooring in the Offices, Waiting Room, Conference Room, Entrance/Exit Ports, Security/Reception Booth - Canned and Pendant lighting throughout the facility - Painted white with earth tone accent walls - Cannabis Art décor - Waterfall - Indoor plants and trees Exterior Design - Building painted Greek Villa White with Earth Tone colors on the trim - Riot proof glass covered with opaque film - Cypress trees and potted plants - Solar Panels - New fencing and expanded parking lot *Renderings and architectural design plans will be provi ded upon request. 12 6.3.1 Preises Site Diagram 13 Rhombus made a sincere consideration when selecting our business location. We spent two years searching for a sophisticated and unique design that is free -standing, compatible with the proposed uses, secure, and not an impact to the neighboring community. To help avoid nuisance and potential violence, Rhombus made sure that the proposed location does not reside near establishments with a liquor license serving alcohol to the community. We take the health and safety of our community, employees, and business very seriously. We want our visitors and supporting neighborhood to feel safe, respected, and confident in knowing that we invest and operate in an aesthetically pleasing, organized, and value generating cannabis retail model for all that live and conduct business in the surrounding area. Rhombus will continually maintain the pr emises and its infrastructure so that it is visually attractive and not dangerous to the health, safety and general welfare of our employees, patrons, surrounding properties, and the public. Proposed Location and Development Plan SECTION 6. APPENDIX A EVALUATION CRITERIA FRESNO COMMERCIAL CANNABIS BUSINESS PERMIT APPLICATION SUBMITTED 12/4/20 1 Table of Contents 6.1 Location, Site Design, and Improvements .......................................................................................................... 2 Ariel Photo of Subject Property and Surrounding Area .......................................................................................... 2 Ariel photo of Vehicle Main Entrance and Proposed Exit Route ............................................................................. 3 6.2 Front (street side) of the Building ...................................................................................................................... 4 West Side of the Building (Showing proposed parking lot sp ace) .......................................................................... 5 South Side of the Building (Showing exposed window and door way that will be removed and sealed) ................. 6 North Side of the Building (Showing proposed customer exit route and Secure Delivery/Distribution Vehicle Entrance) .............................................................................................................................................................. 7 Secured Over-Head door for Product Receiving/Loading area ............................................................................... 8 Perimeter Fence Specifications for Subject Property ............................................................................................. 9 Proposed Floor Plan ............................................................................................................................................ 10 Proposed Floor Plan 2 ......................................................................................................................................... 11 6.3.1 Preises Site Diagram...................................................................................................................................... 12 2 6.1 Location, Site Design, and Improvements The Adult-Use cannabis retail facility, located at 1461 N Blackstone Avenue (APN 451-134-16), will be an exterior and interior improvement project to an existing commercial building/lot in a Neighborhood-Mixed Use zone, land-use compliant area of Fresno, California. The lot size is 18,730 square feet, and is in the Blackstone Corridor with strong visibility. The existing building is a 4,560 square foot structure that will be improved and altered to support uses in sales of Adult-Use cannabis and manufactured products. The property is free-standing with its own parking lot, secured by a six-foot perimeter fence made of chain link, barbed wire, and wrought iron. The proposed location includes 5 existing parking lot spaces, with Rhombus proposing an additional 20 spaces for a total of 25 parking lot spaces for the overall enclosed area. Additionally, the proposed location allows for street parking on N Blackstone and E Pine Street, increasing adequate space for supporting the required parking for the proposed uses of the building. Ariel Photo of Subject Property and Surrounding Area 3 In accordance with 16 CCR 5026(a) and FMC 9-3307(c), the proposed site is not within eight hundred (800) feet of any proposed cannabis retail business, K-12 schools, daycare centers, or youth centers. There are no known state or locally defined sensitive u se areas impacted by the proposed location and operation type. Mission Auto Sales is located on the South side of the subject property. Facing East is Blackstone Avenue, with four vacant properties and Shark Auto Sales directly across the main corridor. Smith’s Auto Care is to the North, and a residential dwelling about 95 feet from the subject building is to the West. Ariel photo of Vehicle Main Entrance and Proposed Exit Route The main entrance for the property is located on N. Blackstone Avenue. Rhombus is proposing an exit route on the SW side of the subject property to support the proposed parking lot expansion, and for a more efficient and secured flow of traffic. Posted signage and security personnel will direct exiting patrons North onto E Pine Avenue to mitigate any traffic nuisance. There is an existing driveway that is currently not in use. 4 6.2 Front (street side) of the Building The proposed dispensary will occupy 4,561 square feet of ground floor area . It will have a large main entry facing the public street (N Blackstone Ave) that will provide a compliant path of travel from the public right-of-way and existing parking lot. All exterior windows will be bullet-resistant and covered with an attractive opaque film to ensure the internal activities are not visible to the public. Pursuant to Fresno Municipal Code Section 9-3309 (h), Chapter 9, Article 33 Signage and Notices, Rhombus will limit signage to that needed for identification only and will not advertise or list services of products offered. Advertising within our facility will not be visible from the exterior of the building, and will not be placed on the exterior of the building. 5 West Side of the Building (Showing proposed parking lot space) The existing and proposed parking lot will have improved night lighti ng and provide 24-hour video surveillance over the entire parking lot area, proposed exit and delivery entrances, aisle - ways, and main entry. The main entry will be a large, glass storefront with accessibility and exiting improvements, per the standing California Building Code and ADA accessibility guidelines. The proposed parking lot specifications include asphault coverings, concrete parking blocks, and light fixtures and cameras required by the City of Fresno’s Municpal Codes. 6 South Side of the Building (Showing exposed window and door way that will be removed and sealed) To ensure the safety and security of our visitors and staff, Rhombus is proposing a scope of work that includes patching the south side of the exterior building with lath and plaster to match the existing wall in order to mitigate any vandalism or theft to the exposed window outside of the perimeter fence line. Tarlton and Sons, Inc. has provided Rhombus with a bid for the construction. 7 North Side of the Building (Showing proposed customer exit route and Secure Delivery/Distribution Vehicle Entrance) Rhombus is proposing to use the customer doorway on the North side of the building as an exit point for patrons who have completed their shopping. This would provide Rhombus with a U- Shape flow of traffic throughout the facility (See Floor Plan Diagram), alleviating any congestion that may occur at the main entrance on the East side of the building. It is our duty to address every potential risk associated with our operations, and we believe that using the Main Entrance as the Main Exit point can cause a sudden influx of people at one time during peak hours. When a sudden increase in customers causes lines to back up, the resulting congestion can limit the ability to exit the building comfortably, as well as cause safety concerns for our visitors and security personnel. Additionally, the congested flow of traffic can impact the quality of the customers shopping experience. An organized flow will enhance their expereince and leave them feeling respected, safe, and impressed with the welcoming efforts we aim to instill at Rhombus. We want to be able to manage flow with flexibility by clearing pathways that disperse and direct people freely, rather than congregating at a single ingress/egress point. We will use signage and rope barriers to make the pathway to shop, purchase and check in or out very efficent. Having clear and easy access into a location and back out once a transaction is completed makes shopping and movability less challenging, adding to a more pleasurable experience. 8 Additionally, Rhombus is proposing use of an existing vehicle entrance door for purposes of privately receiving shipment orders from our vendors, as well as safely loading our delivery vehicle for shipment of our customers orders. See 1.6.1 (ii) Identify location and procedures for receiving deliveries during business hours 9 Perimeter Fence Specifications for Subject Property Rhombus is proposing a brand new perimeter fence to secure the subject property. Valley Fence Co. has provided us with a bid for construction. Fence materials on the West side of the building include an 8ft. tall metal chain link fence secured at the top with barbed wire. The proposed exit would include an automated 6ft. tall iron gate secured with keypad entry, security cameras, alarm, and monitoring personnel. Fence materials on the East and North side of the proposed location include a 6ft. tall metal fence, with automated access controls secured by keypad entry, security cameras, alarm, and monitoring personnel. East Side Fence West Side Fence Security Gate Specifications 10 Proposed Floor Plan Upon entering the dispensary, the waiting room will have a two person administrative/security welcome area and waiting room with seating for up to 30 people at any one time. When a customer is notified of their appointment, they will be allowed entrance into the main, central sales area that uses glass display cases in the center of the sales area, L-Shaped order and sales counter with a raised center counter area for the selection of products, and wall displays behind the POS stations. This area is the large space to the West of the builiding to the overall compliment of support spaces that includes offices, ADA compliant restrooms, employee lounge, conference room, safe/vault/DEA caged room, receiving and storage, retail sales area, reception, waiting, waiting room, and computer server room. The vertiical deminsions vary with a minimum ceiling height of ten feet in the sales area and support areas, and a maximum ceiling height of twelve feet in the lobby area. The interior appointments, and finishes, will be welcoming, open, and bright and calming, holistic application. . The building improvements also include upgraded and code compliant, energy efficient lighting and mechanical heating and air-conditining. Additionally, the building will be equipped with an alternative power system with the addition of photovoltaic, roof mounted solar panels that will provide a high degree of supplement electrical power for the overall supply of any power requirements in use. 11 Proposed Floor Plan 2 Interior Design The proposed interior design includes the following: - Finished concerete flooring in the Main Lobby, Sales Floor, Receiving/Loading area, and Vault - Hardwood flooring in the Offices, Waiting Room, Conference Room, Entrance/Exit Ports, Security/Reception Booth - Canned and Pendant lighting throughout the facility - Painted white with earth tone accent walls - Cannabis Art décor - Waterfall - Indoor plants and trees Exterior Design - Building painted Greek Villa White with Earth Tone colors on the trim - Riot proof glass covered with opaque film - Cypress trees and potted plants - Solar Panels - New fencing and expanded parking lot *Renderings and architectural design plans will be provi ded upon request. 12 6.3.1 Preises Site Diagram 13 Rhombus made a sincere consideration when selecting our business location. We spent two years searching for a sophisticated and unique design that is free -standing, compatible with the proposed uses, secure, and not an impact to the neighboring community. To help avoid nuisance and potential violence, Rhombus made sure that the proposed location does not reside near establishments with a liquor license serving alcohol to the community. We take the health and safety of our community, employees, and business very seriously. We want our visitors and supporting neighborhood to feel safe, respected, and confident in knowing that we invest and operate in an aesthetically pleasing, organized, and value generating cannabis retail model for all that live and conduct business in the surrounding area. Rhombus will continually maintain the pr emises and its infrastructure so that it is visually attractive and not dangerous to the health, safety and general welfare of our employees, patrons, surrounding properties, and the public. Neighborhood Compatibility Plan SECTION 3. APPENDIX A EVALUATION CRITERIA FRESNO COMMERCIAL CANNABIS BUSINESS PERMIT APPLICATION SUBMITTED 12/4/20 1 Table of Contents 3.1. Addressing Noise, Light, Odor, Litter, Vehicles, and Pedestrian Traffic ............................................................ 2 3.1.a Noise ........................................................................................................................................................... 2 3.1.b Light ............................................................................................................................................................ 2 3.1.c Odor............................................................................................................................................................. 2 3.1.d Litter ............................................................................................................................................................ 3 3.1.e Vehicles ....................................................................................................................................................... 3 3.1.f Pedestrian Traffic ......................................................................................................................................... 3 3.2. Nuisance, Neighborhood, and Surrounding Community Impact Mitigation ..................................................... 4 3.3. Odor Mitigation Practices ................................................................................................................................. 4 3.4. Potential Sources of Identified Odor ................................................................................................................. 5 3.5. Odor Control Devices and Techniques .............................................................................................................. 5 3.6. Proposed Staff Odor Training and System Maintenance .................................................................................. 6 3.7. Waste Management Plan .................................................................................................................................. 7 2 3.1. Addressing Noise, Light, Odor, Litter, Vehicles, and Pedestrian Traffic At any time during business hours management personnel will be made available to record and address complaint(s) from the public. Complaints received during business hours after-hours via phone or internet will be recorded and addressed by management personnel within 24 hours of receiving the complaint(s). It is the intent of Rhombus to resolve any issue within our capacity to the satisfaction of the complainant as a matter of top priority. 3.1.a Noise – As with most cannabis retail operations, Rhombus does not anticipate creating any nuisance relating to noise. All potential sources of noise on site would likely be associated with loitering such as loud voices and loud music from vehicles. In accordance with Rhombus SOPs, loitering and loud music will be prohibited on the premises and discouraged within the immediate area to the extent that Rhombus Security has control. Rhombus Security will be tasked with enforcing these protocols therefore mitigating any noises associated with such activity. 3.1.b Light – A critical component of the Rhombus Safety Plan is the strategic lighting of the premises. The Rhombus Safety Plan not only includes adequate lighting for the safety of our customers/patients during hours of operation, but to also discourage malicious activity after hours. The lighting scheme was designed by Current Electrical Solutions, Inc. with whom Rhombus contracted the site-specific design and installation of the security and lighting systems. The lighting scheme at the Rhombus facility was designed with considerations for the neighboring residential properties. The elements of the lighting system with the greatest potential for light pollution will be positioned to avoid any nuisance associated with light originating from the premises to the neighboring residential areas. Complaints relating to lighting on the premises will be addressed and responded to by management personnel within 24 hours. It is the intent of Rhombus to resolve any issue within our capacity to the satisfaction of the complainant as a matter of top priority. 3.1.c Odor – Rhombus has developed a robust Odor Mitigation Plan utilizing industry best practices and equipment to prevent any odor of cannabis outside the facility. There will be no major odor generating activity such as cultivation, extraction, manufacturing, packaging, or consumption of cannabis products conducted on site. Cannabis products will be received pre-packaged in airtight childproof containers in accordance with California Department of Public Health regulations. Odor emitting activities such as product inspection will be limited to designated areas within the facility. These areas will be equipped with proven odor removal equipment including but not limited to carbon filtration systems designed to individual room specifications. As such, no cannabis odor will emanate from the Rhombus facility. Complaints associated with odor will be address and responded to by management personnel within 24 hours. In the case that odor is detectable from outside the facility, e quipment will be inspected by Rhombus management or a licensed HVAC professional if necessary, to identify and repair any 3 malfunctions to the odor removal systems as soon as possible and treated as a matter of top priority. 3.1.d Litter – All Rhombus staff including security will be tasked with removing litter on sight within the premises. Additionally, one staff member will be designa ted as a trash and graffiti removal coordinator within the neighborhood at the sole cost of Rhombus Partners, LLC. This associate will make routine checks around the neighborhood to identify and remove litter regardless of whether the litter originated from our retail facility. All exit packaging used by Rhombus will be opaque bio -degradable bags. Plastic bags, re-usable or not, will never be utilized by Rhombus for exit packaging. Further, priority will be given to those vendors who use bio-degradable packaging for their products where applicable. Several packaging companies who serve the cannabis industry offer bio-degradable options for producers. We will make this position known to all our vendors to encourage the adoption of such packaging. 3.1.e Vehicles – The Rhombus facility at located at 1461 N Blackstone is a stand-alone building with a large, fenced parking lot that is not shared with any neighboring businesses. There are currently 5 designated parking spaces with room for as many as 20 more on the property totaling 25 (see site diagram). The building is situated on a corner lot with additional street parking located on two sides of the property. Rhombus is confident that the parking area on site will be adequate for our business expectations and does not anticipate that vehicular traffic nor parking will interfere with any of the surrounding businesses, residential areas, or traffic flow. Vehicles exiting the parking area onto Pine St. will be directed to Blackstone through posted signage indicating “left turn only”. This signage will be posted facing the exit in an effort to direct vehicular traffic away from the neighboring residential area in favor of utilizing Blackstone as the preferred exit route. 3.1.f Pedestrian Traffic – The greatest potential for complaints associated with pedestrian traffic will arise from the consumption of cannabis products in the vicinity of the facility. Rhombus intends to prevent this by posting signage stating that consumption is not permitted in and/or around its facility. Rhombus Security will conduct frequent inspections of the neighborhood to ensure that our customers are not consuming canna bis products in and/or around the neighborhood or in public. Pedestrians leaving the facility will be directed away from the neighborhood and toward Blackstone Avenue by Rhombus security personnel. If it is brought to our attention that a customer(s) is consuming in public or generating complaints in the surrounding neighborhood, we will make every effort to identify those individuals and warn them to cease the disruptive activity. If those individuals fail to comply with our requests, they will be refused service from Rhombus indefinitely. We do not however want to discourage pedestrian traffic along Blackstone Avenue where there is adequate pedestrian infrastructure (sidewalks and crosswalks). Added potential 4 benefits of increased pedestrian traffic include reducing emissions from vehicle use and increasing patronage of neighboring local businesses along the pedestrian’s respective walking routes. Rhombus intends to be a catalyst for revitalization of the neighborhood through our clean-up efforts and by drawing more people into the area which will help to support and encourage nearby businesses. 3.2. Nuisance, Neighborhood, and Surrounding Community Impact Mitigation Rhombus understands the importance of acting as a good neighbor to the surrounding community. For this reason, Rhombus will prioritize addressing any nuisance brought to our attention by the public and respond within 24 hours. All complaints and/or nuisance issues will be handled as a priority with immediate response and diligent follow up until such matters have been resolved. Rhombus will appoint Frank Voelz, CEO, as a Community Liaison who will be the point of contact for addressing problems associated with the business. Contact information for our Community Liaison will be provided to all members of the public and the City Manager’s Office upon request. Additionally, Rhombus will provide contact information for our Community Liaison to all businesses and residences located within one thousand (1000) feet of the property at 1461 N Blackstone Avenue prior to commencing business. A key component of our business strategy is earning and maintaining the respect of the city and surrounding communities through good business practices and open communication. 3.3. Odor Mitigation Practices Rhombus has developed a robust odor mitigation plan utilizing best available industry specific technologies designed to mitigate cannabis odors effectively. A combination of engineering and administrative controls will be implemented to effectively mitigate cannabis odors. There will be no significant odor generating activity such as cultivation, extraction, manufacturing, packaging, or consumption of cannabis products conducted on site. Cannabis products will be received pre - packaged in airtight childproof containers in accordance with state law. Rhombus will not label or package cannabis goods, nor will it accept, possess, or sell cannabis goods that are not packaged as they will be sold at final sale in compliance with state law. Odor emitting activities such as product inspection and destruction will be limited to designated areas within the facility. These areas will be equipped with proven odor removal techniques and equipment including but not limited to activated carbon filtration systems designed to individual room specifications and engineered by a licensed HVAC specialist. Our odor mitigation strategy and design specifications are equivalent to the industry standard technology that has been utilized to effectively abate odor nuisances in licensed cannabis facilities throughout the country. As such, no cannabis odor will emanate from the Rhombus facility. Complaints associated with odor will be addressed and responded to by management personnel within 24 hours. If at any time odor is detected from outside the facility, our equipment will be 5 immediately inspected by qualified Rhombus personnel or a licensed HVAC specialist if necessary, to identify and repair any malfunctions to the odor removal systems as soon as possible and treated as a matter of top priority. 3.4. Potential Sources of Identified Odor Potential sources of odor may include: 1. Sales floor. Product may be temporarily stored in designated locked sniff jar containers on the sales floor during hours of operation. Odor emitted by the products in this area will be contained and removed by our carbon filtration system. 2. Product destruction area. Product will be temporarily removed from its airtight packaging potentially emitting odor in the process of being destroyed in accordance CA BCC Regulations Article 7 § 5054. Destroyed product will be placed in airtight smell- proof bags as it awaits removal by the waste management company. 3. Product storage/receiving area. All product will be received and securely stored in its respective packaging and within odor preventing containers. In the instance that packaging is faulty or damaged and odor is emitted by the products in this area, it will be contained and removed by our odor carbon filtration system. 4. Product acquisition area. All product will be securely stored in its respective packaging and within odor preventing containers. In the instance that packaging is faulty or damaged and odor is emitted by the products in this area, it will be contained and removed by our carbon filtration system. 5. Cannabis consumption in the vicinity. Signage will be posted stating consumption is not permitted in or around the facility or in public. Rhombus security personnel and staff will conduct frequent inspections to ensure that our customers are not consum ing in public. Those customers caught consuming in public, if identified, will be refused future service indefinitely. 3.5. Odor Control Devices and Techniques Our odor control plan will be executed by a licensed mechanical engineer and HVAC specialist. Before taking delivery of any cannabis products, we will install a robust three -stage air filtration system to ensure that cannabis odor will not be detectable o utside the facility. This system will include 1) Intake Filtration, 2) In-Line Electronic Cleaning System, and 3) Exhaust Filtration 1. Intake Filtration uses the indoor, ceiling mounted activated carbon filtration systems. The HVAC system will be outfitted with active carbon filters from the Camfil commercial line, or filters of equivalent scope and functionality. These filters are designed to not only filter airborne dust, allergens, bacteria, and viruses, but are electrostatically charged to capture odors. As odor passes through the activated carbon it goes through a chemical process called adsorption, whereby atoms adhere to the solid surface of the carbon and air 6 exits the filter free of odor and contaminants. Air is filtered as it is drawn from the different rooms in the facility into the ducts. These filtration systems result in a higher indoor air quality rating than is required for hospitals and laboratories. 2. After the initial filtering by the Camfil carbon filters, air is drawn through the In-Line Electronic Cleaning System, which serves as the second stage in the filtration system , the Neutralizer Stage. This stage we will use a proven odor removal device called Uvonair CD Inline Duct Ozonator. This piece of equipment can be mounted in -line to existing ducting and serve as a secondary means of odor removal subsequent to the activated carbon filters. Ozone safely bonds with the offending odor sources and oxidizes them. It might appear (figuratively) like microscopic fires destroying the source of the odor, although there is actually no flame involved. Ozone is not flammable anyway. Ozone is a catalytic reaction of the same example as a flame. Ozone will oxidize the odor leaving it spent and neutralized. 3. The third phase of the filtration system, Exhaust Filtration, serves as the final barrier for any cannabis odor. The Exhaust Filtration includes an inline fan equipped with carbon can filters. The fan creates a negative pressure environment throughout the facility on a continual basis, which prevents any odors from escaping the premises when the exterior doors or windows are opened. The activated carbon filters on the exhausts are the final stage of air scrubbing, causing the flow of air to the exterior of the building to be both odor and contaminant free. The facility shall have no operable windows or be kept locked and sealed at all times. All doors will be sealed with proper weather stripping, keeping circulating and filtered air inside the facility while not compromising the negative pressure inside the building. Additionally, areas that are expected to be primary sources of odor such as the storage and destruction areas will be outfitted with additional activated carbon ‘scrubbing’ units that will clean and recirculate air within a room. These units can be turned on during odor emitting activities such as product destructio n or if for any reason deemed necessary. All systems will be maintained regularly. Filters will be replaced at every scheduled maintenance. And our maintenance team will educate staff on the operations of the filtration system. We recognize that technologies and solutions are constantly evolving so we will periodically audit our odor mitigation equipment and techniques and make any necessary adjustments including replacing or upgrading equipment to ensure the efficient and effective removal of odor before it leaves the facility. 3.6. Proposed Staff Odor Training and System Maintenance All Rhombus personnel and security will be tasked with assessing on-site and off-site odors daily for detectable cannabis odor. Staff will immediately report the presence of detectable cannabis odors to the manager on duty and corrective action will be taken. If a member of the public or 7 customer brings odor to staff attention, they are to immediately report this information to management who will initiate an inspection of the product handling procedures and/or odor remediation equipment. Immediate action will be taken to rectify any malfunctions to the odor control system. Odor detection events will be logged and filed accordingly. Management will be directed to inform the Community Liaison of all odor detection events and he will contact the complainant and discuss the mitigation measures if applicable. Rhombus will direct an employee to conduct air filter changes ever y quarter on all primary and terminal air handling units. Records of these filter changes must be kept within the facilit y and filed accordingly. The building air handling systems and components will be inspected and tested quarterly for proper operation. Any malfunctions or potential malfunctions identified during these inspections are immediately rectified by staff or by a licensed HVAC specialist. 3.7. Waste Management Plan All cannabis waste as defined by BCC Regulations Article 1 § 5000(g) will be destroyed in accordance with Article 7 § 5054 and any other local or state regulations pertaining to cannabis waste disposal. BCC REGULATIONS Article 7 § 5054. Destruction of Cannabis Goods Prior to Disposal. (a) Licensees shall not dispose of cannabis goods, unless disposed of as cannabis waste, defined under section 5000(g) of this division. (b) Cannabis waste shall be stored, managed, and disposed of in accordance with all applicable waste management laws, i ncluding, but not limited to, Division 30 of the Public Resources Code. (c) Cannabis goods intended for disposal shall remain on the licensed premises until rendered into cannabis waste. The licensee shall ensure that: (1) Access to the cannabis goods is restricted to the licensee, its employees, or agents; and (2) Storage of the cannabis goods allocated for disposal is separate and distinct from other cannabis goods. (d) To be rendered as cannabis waste for proper disposal, including disposal as defined under Public Resources Code section 40192, cannabis goods shall first be destroyed on the licensed premises. This includes, at a minimum, removing or separating the cannabis goods from any packaging or container and rendering it unrecognizable and unusable. Nothing in this subsection shall be construed to require vape cartridges to be emptied of cannabis oil prior to disposal, provided that the vape cartridge itself is unusable at the time of disposal. (e) Cannabis waste on the licensed premises shall be sec ured in a receptacle or area that is restricted to the licensee, its employees, or an authorized waste hauler. (f) A licensee shall report all cannabis waste activities, up to and including disposal, into the track and trace system, as required under Chapter 1, Article 6 of this division. Authority: Section 26013, Business and Professions Code. Reference: Sections 26013 OWNERSHIP ACKNOWLEDGEMENT FORM FOR COMMERCIAL CANNABIS BUSINESS PERMIT APPLICATION It is the intent of the City of Fresno to promote equitable ownership and employment opportunities in the cannabis industry to decrease the disparities in life outcomes for marginalized communities and to provide opportunities for local residents to compete for cannabis business permits. Therefore, this notice is to clarify the eligibility requirements in order to receive qualification as a Social Equity Applicant or points for Local Preference by establishing this acknowledgement to provide additional protections to mitigate against potential predatory practices. In order to qualify as a social equity applicant, or for the full points relating to the local preference criteria, the business entity must have ownership that meets the respective eligibility factors and hold at least 51% ownership interest. The social equity eligibility requirements are identified in FMC section 9-3316(b)(6), while the local preference criteria is identified in FMC 9- 3317(a) and the application evaluation criteria 2.5 (Appendix A). This majority interest can be made up of a single individual that meets this criteria, or any combination of individuals that hold at least 20% interest individually and meet the definition of an owner in FMC 9-3304(j). The cannabis social equity permits, and the local preference criteria are intended for the benefit of the Social Equity or Local Preference Individual Applicants related to business profits, proceeds of the sale of business assets, voting rights and additional protections. This also requires the Social Equity or Local Preference Owner to receive the Equity Share percent of the retained earnings and 100 percent of the unencumbered value of each share of stock, member interest or partnership interest owned in the event of the dissolution of the entity to their equity share, or 100 percent of the value of each of stock, member interest or partnership interest in the event that the stock, member interest or partnership interest is sold. Chief among the concepts of equity share, is unconditional ownership which means such individual(s) will receive equal profits, and distributions or other payments proportionate to their ownership interests. This is intended to ensure true ownership by the Social Equity or Local Preference Individual Applicant and as such, prohibits the divestment or relinquishment of any part of their ownership under any circumstance. In addition, the Equity Share is also expanded to address voting rights on fundamental decisions relating to the business and control of at least the equity share percent of the voting rights on all decisions involving the operation of the business. Furthermore, it requires the Social Equity or Local Preference Individual owner be the highest officer position of the business or that another individual is appointed to that position by mutual agreement of the parties. This requirement is also subject to being audited to assess compliance and the Social Equity or Local Preference Owner can initiate legal action due to a breach of contract agreement, and the City may suspend and/or revoke a license if any provision in an operating agreement violates any of the Equity Share or Local Preference requirements. Lastly, all applicants will be required to incorporate an addendum into their operating agreements that makes any provision ineffective, unenforceable, null and void, if it is inconsistent with, or in violation of, the Equity Share requirements. As proposed, Social Equity Applicants or Local Preference Applicants will be required to verify under Section 9-3316(b)(6), 9-3317(a), and Criteria 2.5 of appendix A that they meet the definition of a Social Equity or Local Preference Owner at the time of applying for a permit or permit renewal. The City shall have the sole and absolute discretion to determine whether the Applicant qualifies as a Social Equity Applicant and the number of points for Local Preference. The undersigned acknowledges that he/she has read and fully understands the content of this Agreement and is the Applicant or his/her/its authorized signatory. __________________________________________________ __________________________________________________ Applicant Signature Date Signed __________________________________________________ __________________________________________________ Print Name Title __________________________________________________ Company Name Address/Telephone Rhombus Partners, LLC President/CEOFrank Voelz December 04, 2020 PLANNING AND DEVELOPMENT DEPARTMENT 2600 Fresno Street • Third Floor Jennifer K. Clark, AICP, Director Fresno, California 93721-3604 (559) 621-8277 FAX (559) 498-1026 November 19, 2020 Please reply to: Rob Holt (559) 621-8056 Frank Voelz Rhombus Dear Applicant: SUBJECT: ZONING INQUIRY NUMBER P20-04009 REQUESTING INFORMATION REGARDING CANNABIS RETAIL FOR PROPERTY LOCATED AT 1461 NORTH BLACKSTONE AVENUE (APN 451-134-16) Thank you for your inquiry regarding the allowance of new cannabis retail uses. The requested information about cannabis retail uses was analyzed using Article 27, Chapter 15 of the Fresno Municipal Code (FMC) of the City of Fresno. Please note, all research for this inquiry is based on existing land development of the subject property. If there are multiple buildings on the subject property, this research was based on the address provided in the request. This research does not take into effect of future development unless provided in your application request. With that, research of a proposed cannabis retail business on the subject property conveys the following: 1. All cannabis retail businesses must be located on property zoned DTN (Downtown Neighborhood), DTG (Downtown General), CMS (Commercial Main Street), CC (Commercial Community), CR (Commercial Regional), CG (Commercial General), CH (Commercial Highway), NMX (Neighborhood Mixed-Use), CMX (Corridor/Center Mixed- Use), RMX (Regional Mixed-Use), and must meet all of the requirements for development in these zones, including, but not limited to, parking, lighting, building materials, etc. The subject property is zoned NMX, which is one of the allowable zone districts for cannabis retail businesses. Development standards of the NMX zone district are available in Sections 15-1103, 15-1104, and 15-1105 of the FMC. The subject location meets the zone district requirement, per Section 15-2739.B.1.a of the FMC, for a cannabis retail business. 2. All building(s) in which a cannabis retail business is located shall be no closer than 800 feet from any property boundary containing the following: (1) A cannabis retail business; (2) A school providing instruction for any grades pre-school through 12 (whether public, private, or charter, including pre-school, transitional kindergarten, and K-12); (3) A day care center licensed by the state Department of Social Services that is in existence at the time a complete commercial cannabis business permit application is submitted; and, (4) A youth center that is in existence at the time a complete commercial cannabis business permit is submitted. Zoning Inquiry P20-04009 1461 North Blackstone Avenue Page 2 November 19, 2020 The subject property is not located within 800 feet of the property boundary of any of the above-mentioned uses. The subject building meets the separation requirements, per Section 15-2739.B.1.b of the FMC, for a cannabis retail business. 3. Prior to commencing operations, a cannabis retail business must obtain a Cannabis Conditional Use Permit from the Planning and Development Department per Section 15- 2739.N of the FMC. 4. No more than 2 cannabis retail businesses may be located in any one Council District. If more than 14 are ever authorized by Council (more than 2 per Council District), they shall be dispersed evenly by Council District. The subject property is in Council District 1. There are currently no cannabis retail businesses located in Council District 1. This location requirement is satisfied for a cannabis retail business. Please review the entirety of Article 33, Chapter 9 (Cannabis Retail Business and Commercial Cannabis), and Section 15-2739 (Adult Use and Medicinal Cannabis Retail Business and Commercial Cannabis Business) of the FMC to understand other requirements of cannabis retail businesses, including but not limited to, application requirements, signage, etc. This information was researched by the undersigned per the zoning request. The undersigned certifies that the above information contained herein is believed to be accurate and is based upon, or relates to, the information supplied by the requestor. The City of Fresno assumes no liability for errors and omissions. All information was obtained from public records held by the Planning and Development Department. A copy of the Fresno Municipal Code may be obtained by contacting the City Clerk’s office at 559-621-7650. The Fresno Municipal Code may also be searched on the Internet, free of charge, by going to www.fresno.gov. If you have questions regarding this matter, please contact me by telephone at 559-621-8056 or at Robert.Holt@fresno.gov. Cordially, Rob Holt, Planner III Development Services Division Planning and Development Department FirstFunding, Inc. 1910 Pacific Ave, Suite 16500 Dallas, Texas 75201 214-821-7800 (Fax) 214-853-5996 August 17, 2020 Mount Saber, Inc. Attn: Mohammed Essa 2350 W. Shaw Ave., Suite 140 Fresno, CA 93711 Dear Moe, This letter shall serve as confirmation that pursuant to the provisions of the Warehouse Funding Agreement, as of August 28th, 2020 Mount Saber, Inc. will be renewed for an additional twelve months for a warehouse funding facility to be provided by FirstFunding, Inc. in the amount of . Your new maturity date (also known as the Termination Date) will be August 28th, 2021. FirstFunding, Inc. is very excited to continue its warehouse lending relationship with Mount Saber, Inc. Should you have any questions, please contact your assigned FirstFunding Account Executive via telephone or email. Very truly, James F. Dunkerley President LLC-12 Secretary of State Statement of Information (Limited Liability Company) IMPORTANT — Read instructions before completing this form. Filing Fee – $20.00 Copy Fees – First page $1.00; each attachment page $0.50; Certification Fee - $5.00 plus copy fees This Space For Office Use Only 1. Limited Liability Company Name (Enter the exact name of the LLC. If you registered in California using an alternate name, see instructions.) 2. 12-Digit Secretary of State File Number 3. State, Foreign Country or Place of Organization (only if formed outside of California) 4. Business Addresses a. Street Address of Principal Office - Do not list a P.O. Box City (no abbreviations) State Zip Code b. Mailing Address of LLC, if different than item 4a City (no abbreviations) State Zip Code CA _____________________ Date ____________________________________________________________ Type or Print Name of Person Completing the Form _________________________ Title __________________________________ Signature c. Street Address of California Office, if Item 4a is not in California - Do not list a P.O. Box City (no abbreviations) State Zip Code If no managers have been appointed or elected, provide the name and address of each member. At least one name and address must be listed. If the manager/member is an individual, complete Items 5a and 5c (leave Item 5b blank). If the manager/member is an entity, complete Items 5b and 5c (leave Item 5a blank). Note: The LLC cannot serve as its own manager or member. If the LLC has additional managers/members, enter the name(s) and addresses on Form LLC-12A (see instructions). 5. Manager(s) or Member(s) a. First Name, if an individual - Do not complete Item 5b Middle Name Last Name Suffix b. Entity Name - Do not complete Item 5a c. Address City (no abbreviations) State Zip Code 6. Service of Process (Must provide either Individual OR Corporation.) INDIVIDUAL – Complete Items 6a and 6b only. Must include agent’s full name and California street address. a. California Agent's First Name (if agent is not a corporation) Middle Name Last Name Suffix b. Street Address (if agent is not a corporation) - Do not enter a P.O. Box City (no abbreviations) State CA Zip Code CORPORATION – Complete Item 6c only. Only include the name of the registered agent Corporation. c. California Registered Corporate Agent’s Name (if agent is a corporation) – Do not complete Item 6a or 6b 7. Type of Business a. Describe the type of business or services of the Limited Liability Company 8. Chief Executive Officer, if elected or appointed a. First Name Middle Name Last Name Suffix b. Address City (no abbreviations) State Zip Code 9. The Information contained herein, including any attachments, is true and correct. Return Address (Optional) (For communication from the Secretary of State related to this document, or if purchasing a copy of the filed document enter the name of a person or company and the mailing address. This information will become public when filed. SEE INSTRUCTIONS BEFORE COMPLETING.) Name: Company: Address: City/State/Zip: LLC-12 (REV 01/2017) 2017 California Secretary of State www.sos.ca.gov/business/be 18-C64394 FILED In the office of the Secretary of State of the State of California AUG 06, 2018 9TH & C STREET, LLC 201818310402 CALIFORNIA 93711 CA 93711 93711 CA2350 West Shaw Ave. Suite 140 Fresno 2350 West Shaw Ave. Suite 140 Fresno 2350 West Shaw Ave. Suite 140 Fresno Essa Fresno 2350 West Shaw Ave. Suite 140 Fresno 93711 Moe 2350 West Shaw Ave. Suite 140 93711 CA EssaMohammed Essa Fresno Real Estate Investments Moe 2350 West Shaw Ave. Suite 140 CA 93711 08/06/2018 Moe Essa CEO Page 1 of 1 S State of California Secretary of State Statement of Information (Domestic Stock and Agricultural Cooperative Corporations) FEES (Filing and Disclosure): $25.00. If this is an amendment, see instructions. IMPORTANT – READ INSTRUCTIONS BEFORE COMPLETING THIS FORM 1. CORPORATE NAME 2. CALIFORNIA CORPORATE NUMBER This Space for Filing Use Only No Change Statement (Not applicable if agent address of record is a P.O. Box address. See instructions.) 3. If there have been any changes to the information contained in the last Statement of Information filed with the California Secretary of State, or no statement of information has been previously filed, this form must be completed in its entirety. If there has been no change in any of the information contained in the last Statement of Information filed with the California Secretary of State, check the box and proceed to Item 17. Complete Addresses for the Following (Do not abbreviate the name of the city. Items 4 and 5 cannot be P.O. Boxes.) 4. STREET ADDRESS OF PRINCIPAL EXECUTIVE OFFICE CITY STATE ZIP CODE 5. STREET ADDRESS OF PRINCIPAL BUSINESS OFFICE IN CALIFORNIA, IF ANY CITY STATE ZIP CODE 6. MAILING ADDRESS OF CORPORATION, IF DIFFERENT THAN ITEM 4 CITY STATE ZIP CODE 7. EMAIL ADDRESS FOR RECEIVING STATUTORY NOTIFICATIONS Names and Complete Addresses of the Following Officers (The corporation must list these three officers. A comparable title for the specific officer may be added; however, the preprinted titles on this form must not be altered.) 7. CHIEF EXECUTIVE OFFICER/ ADDRESS CITY STATE ZIP CODE 8. SECRETARY ADDRESS CITY STATE ZIP CODE 9. CHIEF FINANCIAL OFFICER/ ADDRESS CITY STATE ZIP CODE Names and Complete Addresses of All Directors, Including Directors Who are Also Officers (The corporation must have at least one director. Attach additional pages, if necessary.) 10. NAME ADDRESS CITY STATE ZIP CODE 11. NAME ADDRESS CITY STATE ZIP CODE 12. NAME ADDRESS CITY STATE ZIP CODE 13. NUMBER OF VACANCIES ON THE BOARD OF DIRECTORS, IF ANY: Agent for Service of Process If the agent is an individual, the agent must reside in California and Item 15 must be completed with a California street address, a P.O. Box address is not acceptable. If the agent is another corporation, the agent must have on file with the California Secretary of State a certificate pursuant to California Corporations Code section 1505 and Item 15 must be left blank. 14. NAME OF AGENT FOR SERVICE OF PROCESS 15. STREET ADDRESS OF AGENT FOR SERVICE OF PROCESS IN CALIFORNIA, IF AN INDIVIDUAL CITY STATE ZIP CODE Type of Business 16. DESCRIBE THE TYPE OF BUSINESS OF THE CORPORATION 17. BY SUBMITTING THIS STATEMENT OF INFORMATION TO THE CALIFORNIA SECRETARY OF STATE, THE CORPORATION CERTIFIES THE INFORMATION CONTAINED HEREIN, INCLUDING ANY ATTACHMENTS, IS TRUE AND CORRECT. DATE TYPE/PRINT NAME OF PERSON COMPLETING FORM TITLE SIGNATURE SI-200 (REV 01/2013) APPROVED BY SECRETARY OF STATE SCALE: 1/4"=1'-0"FIRE SPRINKLER PLAN General Safety Plan SECTION 4. APPENDIX A EVALUATION CRITERIA FRESNO COMMERCIAL CANNABIS BUSINESS PERMIT APPLICATION SUBMITTED 12/4/20 1 Table of Contents Management Commitment to Safety and Health .................................................................................................... 2 Roles and Responsibilities ....................................................................................................................................... 3 Employer Responsibilities ..................................................................................................................................... 3 Employee Responsibilities ..................................................................................................................................... 3 Employee Injury and Illness Reporting .................................................................................................................. 4 OSHA Inspections: Employee Responsibilities ........................................................................................................ 5 Incident Investigation .............................................................................................................................................. 6 Hazard Identification and Assessment ..................................................................................................................... 7 Job Hazard Analysis ................................................................................................................................................. 9 Personal Protective Equipment, Tools, and Hazard Communications .................................................................... 9 Hazard Prevention and Control.............................................................................................................................. 11 Communication ..................................................................................................................................................... 13 Training and Education Programs (Must include all Fire & Medical Emergencies) ................................................ 14 Program Evaluation and Improvement .................................................................................................................. 15 Recordkeeping ....................................................................................................................................................... 16 Employee Acknowledgment Form ......................................................................................................................... 18 Fire Hazard Audit/Checklist Hazard Possible Controls ........................................................................................... 19 Fire Safety Procedures ........................................................................................................................................... 21 4.3-4.4 Emergency Evacuation Plan (Please see separate PDF) ............................................................................. 22 Fire Sprinkler Plan (Please see separate PDF) ........................................................................................................ 24 Monitoring Fire Alarm Device Layout (Please see separate PDF) .......................................................................... 25 Fire Alarm System .................................................................................................................................................. 26 2 Management Commitment to Safety and Health Rhombus strives to have the safest possible work environment for our employees. The goals for our Safety Program are to: ✓ Develop, implement, and maintain a safe workplace for our employees consistent with all applicable local, state, and federal regulations. ✓ Control the costs related to workers’ compensation insurance coverage. ✓ Consistently improve the safety program to minimize incidents, therefore ensuring our employees’ long-term safety and wellness. ✓ Have zero incidents and celebrate a great safety record. The person responsible for implementing and monitoring the Safety Program at this location is Rhombus’s Chief of Operations and the General Manager . A copy of this Safety Program is located here: 1461 N. Blackstone Ave., Fresno, California Ryan Davis, CCO 3 Roles and Responsibilities Employer Responsibilities Under the Occupational Safety and Health Act (OSH Act), it is the employer’s responsibility to provide employees with a workplace free recognized hazards that may cause illness or serious physical harm and to comply with standards, rules, and regulations issued under the OSH Act. Management must lead by using a variety of techniques to demonstrate the Rhombus’s commitment to workplace safety and health. Managers may demonstrate their commitment in a variety of ways, such as: • Attending safety meetings. • Participating in volunteer groups promoting various safety topics. • Setting an example by following safety rules and regulations. • Allowing employees free access to tools and equipment necessary to do a job safely. • Providing employees with training on specific safety issues and equipment. • Attending employee training programs if appropriate to reinforce employee training. • Participating in or leading safety and health committees. • Making presentations on safety and health topics. • Regularly emphasizing to the community, the organization’s concern with safety and health. • Conducting regular inspections. • Following up after safety incidents with thorough accident investigations, correcting problems and post-accident employee training. • Recognizing and rewarding employees with the best safety and health suggestions and practices. Rhombus will provide the necessary medical examinations for employees as required by OSHA standards to maintain a healthy workforce. All testing results will be kept on file and maintained in accordance with federal rules and regulations relating to safety and privacy. Employee Responsibilities As much as it is Rhombus’s responsibility to provide a safe work environment for everyone, each employee plays a critical role in the success of the safety program. We ask employees to accept this important responsibility and commit to work in the safest manner possible to ensure their own individual health and wellness for the future. We encourage all employees to communicate freely about safety concerns and offer suggestions to improve safety conditions without the fear of reprisal. Employee rights are protected under the OSH Act and the law’s antiretaliation protections. All employees are responsible to comply with all OSHA standards (federal and state) as well as with Rhombus’s safety and health rules, including the following: 4 • Handling equipment and work processes in accordance with established procedures and documented protocols. • Reporting any unsafe conditions, deficiencies in equipment , or injuries (no matter how minor) to management immediately. • Complying with all management instructions for safe conduct. • Attending accident prevention and safety training and instruction, including practice drills. • Obtaining permission and training before operating machinery or equipment unless part of the employee’s regular duties. Employees must be trained/certified prior to using any powered industrial trucks, such as forklifts. • Following the Rhombus’s safe working rules and policies at all times. • Wearing necessary safety and protective equipment at all times in specified work locations. • Asking for clarification or assistance if unsure about the safety of a particular task and stopping the work immediately until there is clear guidance to proceed. • Never participating in horseplay, scuffling, and other acts that endanger the safety or well-being of the work team. • Not reporting to work under the influence of alcohol and/or drugs or being impaired by fatigue, illness, or other causes that may expose the employee or others to injury or unsafe working conditions. • Lifting heavy objects using proper lifting techniques to prevent injuries. All employees have the right to access safety records maintained by Rhombus that document the employee’s exposure to hazardous substances and individual medical records relating to evaluations, testing or exposures with certain exceptions. Employee Injury and Illness Reporting All injuries should be reported promptly to the supervisor, manager, or Rhombus emergency response team (if available) so that arrangements can be made for medical and/or first -aid treatment. First-aid materials are located throughout Rhombus’s Facility, emergency, fire, ambulance, rescue squad, and doctors’ telephone numbers are located in Rhombus’s Break Room and fire extinguishers are located at or near emergency exit doors Emergency clinic location: In case of a fire, accident, or other emergency, employees should gather at the WEST SIDE FENCE LINE OF RHOMBUS’S PARKING LOT. See your location evacuation maps for more details. 5 Report any hazards immediately to your supervisor, manager, or safety committee representative. Manager/Supervisor Name: Frank Voelz Phone Number: After hours/weekends: Frank Voelz at 1 Important tip: Include this information so any potential incidents can be reported promptly, hazardous equipment or conditions can be repaired, and the incident can be investigated in a timely manner. For example, an incident might happen on a Saturday when the main offi ce is not open. The injured employee and the workplace investigation will need attention that day/weekend. OSHA Inspections: Employee Responsibilities It is our policy to fully comply and cooperate with any OSHA location inspection. Inspections typically occur due to an employee complaint, referral, or program inspection in certain industries or locations. The designated Rhombus safety representative will communicate and work directly with the OSHA inspectors. Immediately contact safet y or executive management if OSHA inspectors arrive at the work location. The Rhombus safety representative responsible for handling location inspections is: Name: Frank Voelz Phone Number: Email: If the Rhombus safety representative is not available, contact your location manager, safety manager, or human resources department. Phone Number: Ryan Davis 6 Incident Investigation It is Rhombus policy to investigate all injuries and illnesses in order to understand why the incident occurred and how it can be prevented from recurring. It will also serve to continuously improve our processes/procedures to create a safer workplace for all associate s. Important tip: Sometimes a full investigation and report cannot be done right away and there is limited information about the incident. In these instances, you should always submit a quick report with basic facts (employee name, short description, date, and any other details) about the incident so it can be submitted to the insurance carrier in a timely fashion . More information can always be added after the fact, but the report should always be submitted in a prompt manner . The procedure for investigating employee incidents is outlined below: 1. In an emergency situation, remember to dial 911 immediately. 2. The immediate supervisor or manager should report any injury or illness immediately (or when safe to do so) and complete the appropriate paperwork for safety team follow up, human resources actions, and insurance carrier needs. All injuries and illnesses should be reported, no matter how large or small. 3. Use the Rhombus Incident Reporting Form or the OSHA reporting form that includes the employee’s report, the supervisor’s report, and the investigation report. Document the injury/illness completely while doing a thorough root cause analysis of the incident so that corrective action can be determined to prevent future incidents. 4. Review the incident investigation report with the safety committee and/or management to determine appropriate corrective action, training, or other changes in the safety program in that work area. Any corrective actions should be communicated clearly, with responsibility for follow up tasks assigned to the appropriate person(s), and adjustments made to the job hazard analysis if needed. 5. Part of the safety corrections may include employee coaching and counseling to correct unsafe behaviors, prevent injuries, and improve safety. Follow the Rhombus procedure for corrective action and focus on changing behavior instead of punishment . However, in some instances, after consultation with human resources and legal counsel, egregious or willfully negligent behavior may be cause for immediate disciplinary action up to and including termination of employment. Injury and Illness Reporting In the case of serious injuries or fatalities, there are time -sensitive reporting requirements. Any serious injury should be reported as soon as possible in order to comp ly with OSHA’s reporting rules or the Rhombus may face severe penalties. The Rhombus safety manager or human resources manager will handle OSHA reporting; however, if needed to meet the OSHA deadlines, you can call the OSHA reporting line at 1-800-321-6742, TTY 1-877-889-5627: • For work-related fatalities, report within eight hours. • For work-related inpatient hospitalizations, all amputations, and all losses of an eye, report within 24 hours. 7 Important tip: Be sure to check the state OSHA program for other safety and reporting requirements for additional reporting requirements. Hazard Identification and Assessment Part of our ongoing commitment to the Safety Program includes hazard identification and assessment. It is our responsibility under the OSHA general duty clause to assess any potential hazards our employees may encounter through the normal course of their workdays. Our Rhombus follows the federal OSHA guidelines (listed below) for evaluating potential hazards in the workplace and will review the information as needed to prioritize action items for completion. OSHA recommends that employers collect, organize, and review information with employees to determine what types of hazards may be present and which employees may be exposed or potentially exposed. Information available in the workplace may include: • Equipment and machinery operating manuals. • Safety data sheets (SDS) provided by chemical manufacturers. • Self-inspection reports and inspection reports from insurance carriers, government agencies, and consultants. Note: Include the frequency Rhombus conducts self- inspections with the documented reports. Frequency may vary and could be daily, weekly, monthly, or at other intervals depending upon the environment. • Records of previous injuries and illnesses, such as OSHA 300 and 301 logs and reports of incident investigations. • Workers’ compensation records and reports. • Patterns/trends of frequently occurring injuries and illnesses. • Exposure monitoring results, industrial hygiene assessments, and medical records (appropriately redacted to ensure patient/worker privacy). • Existing safety and health programs, such as lockout/tagout, confined spaces, process safety management, personal protective equipment, and others. See list of programs below. • Input from workers, including surveys or minutes from safety and health committee meetings. Documenting that input and including copies of your safety suggestion and hazard correction forms is a best practice. • Results of job hazard analyses, also known as job safety analyses. Information about hazards may be available from outside sources, such as: • OSHA, National Institute for Occupational Safety and Health (NIOSH), and Centers for Disease Control and Prevention (CDC) websites, publications, and alerts. • Trade associations. • Labor unions, state and local occupational safet y and health committees/coalitions, and worker advocacy groups. • Safety and health consultants. 8 The following list includes general safety programs that may be required based on your Rhombus exposures and any assessments (additional information is available for those programs listed below that are typically the areas with the most OSHA citations annually ): • Active shooter. • Bloodborne pathogens. • Chemicals (asbestos, silica exposure etc.). • Confined space entry. • Driving safety for non-commercial drivers. • Electrical safety (electrical, wiring methods, components and equipment, general industry (29 C.F.R. § 1910.305) [related OSHA Safety and Health Topics page ]; electrical systems design, general requirements, general industry (29 C.F.R. § 1910.303) [related OSHA Safety and Health Topics page]). • Emergency action planning. • Ergonomics. • Fall protection (fall protection, construction (29 C.F.R. § 1926.501) [related OSHA Safety and Health Topics page). • Fire safety. • Fleet safety policy – regulated. • Forklift/powered industrial trucks (powered industrial trucks, general industry (29 C.F.R. § 1910.178) [related OSHA Safety and Health Topics page]). • Hand tool safety. • Hazard communication/GHS (general industry (29 C.F.R. § 1910.1200) [related OSHA Safety and Health Topics page]). • HAZWOPER. • Heat illness prevention. • Hot work. • Ladder safety (ladders, construction (29 C.F.R. § 1926.1053) [related OSHA Safety and Health Topics page]). • Lockout/tagout (control of hazardous energy (lockout/tagout), general industry (29 C.F.R. § 1910.147) [related OSHA Safety and Health Topics page]). • Machine guarding (machinery and machine guarding, general requirements (29 C.F.R. § 1910.212) [related OSHA Safety and Health Topics page]). • Medical services (including first aid/CPR/AED). • Noise and hearing conservation. • Personal protective equipment (PPE). • Respiratory protection program (respiratory protection, general industry (29 C.F.R. § 1910.134) [related OSHA Safety and Health Topics page]) • Safety committee program. • Scaffolding (scaffolding, general requirements, construction (29 C.F.R. § 1926.451) [related OSHA Safety and Health Topics page]). • Spill prevention and response. 9 • Substance abuse policy. • Workplace violence prevention program. Job Hazard Analysis A job hazard analysis will be conducted as needed and will outline the steps and tasks of a job and any controls that are in place to avoid the potential hazard(s). They may also be used to build, update, and maintain the safety training and education program. Rhombus safety representatives should identify the work process, list the steps used in performing the process, identify the possible hazards within each of those steps, and then develop an action plan for the correction of any hazards, prioritizing the list with the most critical items first. Job Hazard Analysis Date of evaluation: __________________ Steps to perform the job/work process Description of the hazards in each step Action plan for hazard control Degree of importance (Low, Med, High) Other comments Step 1 Step 2 Step 3 Job hazard analyses will be updated at the following times: • When occupational injuries and illnesses occur that may warrant a review. • When new substances, processes, procedures, or equipment are introduced into the workplace that may be hazardous. • When new or previously unidentified hazards are recognized. • When employees provide feedback/suggestions that will lead to safety improvements. Personal Protective Equipment, Tools, and Hazard Communications All personal protective equipment (PPE) and tools to safely perform the work will be provided to employees and properly maintained in accordance with manufacturer guidelines. All employees will be trained on the personal protective equipment that is required to do their jobs effectively. Rhombus will review any employee feedback on the use of this equipment and potential improvements that can be made. Copies of Rhombus’s Hazard Communication Program and other information will be kept on file in the appropriate departments for employees to review any time. The SDS/chemical “right-to- know locations” are located here: 1461 N. Blackstone Ave., Fresno, Ca 10 Important tip: According to OSHA’s hazard communications standards that provide employees with the right to know and understand the potential hazards in their work environment, employers with hazardous chemicals in the workplace must develop and implement a written hazard communication program and train employees on the hazards they are exposed to and proper precautions, including copies of accessible safety data sheets (SDS). 11 Hazard Prevention and Control Regular inspections and surveys, along with employee reports/feedback, allow us to keep hazard information current. With hazards continuously identified, they can be controlled or prevented using the following standard methods: • Safe Work Practices. Implementation of special workplace rules may be necessary to continue to protect employees from hazards. Such special rules include specific procedures regarding the use of potentially hazardous equipment or materials, identification of safe acts or beha viors, lockout/tagout procedures, requirements for personal protective devices, and good housekeeping practices. The supervisor or safety representative will make sure that these special safety and health rules are written, posted, and discussed with affected employees. • Engineering Controls. The Rhombus strives to ensure the work environment and the job itself are designed to eliminate or reduce employee exposure to hazards. This can be done by completely removing the hazard from facilities, equipment, or p rocesses through design whenever possible. When hazards cannot be eliminated or replaced with less - hazardous alternatives, they may be enclosed. For example, moving parts of machinery or heat-producing processes may be enclosed with special materials. Finally, if hazards cannot be removed or enclosed, barriers will be put between employees and the hazards in the form of machine guards, ventilation hoods, or isolation of a process. These engineering controls will be regularly reviewed with affected employees . • Training. Employees are taught to identify and avoid hazards during orientation as well as ongoing safety training based on their position within Rhombus and any potential hazards they may encounter during the course of their job. Managers and safety representatives will highlight safe work procedures and recognizing employees or groups of employees though our “catch me at my best” program, which demonstrates and enforces positive safety behaviors. Examples of these types of best safety practices include rewards for employees who are lifting properly, wearing the proper safety equipment, or making suggestions that are implemented and/or improve safety. • Enforcement. Safe work practices are a condition of employment and any violation of workplace safety and health rules will be cause for corrective action, discipline , or termination of employment based on the seriousness of the violation. Enforcement will be based on letting employees know what is expected of them regarding workplace safety and health and giving them a chance to correct their own behavior. • Personal Protective Equipment. Engineering controls and safe work practices may not completely eliminate hazards. Personal protective equipment — such as face shields, steel-toed boots, safety glasses, or hardhats — may be required, and will be provided at no cost to the employees. Employees will be trained in the need for and proper use of such equipment and the limitations of this equipment will be made clear to all employees. • Administrative Controls. Administrative controls such as lengthened rest breaks, additional relief workers, exercise breaks to various body motions, and rotation of workers through different jobs to reduce exposure to hazards may also be employed to 12 help with the continuing control of hazards. Administrative controls should be used in conjunction with other controls that work to eliminate hazards and control exposure more directly. • Preventive Maintenance. Preventive maintenance is designed to eliminate possible equipment problems and plays a major role in ensuring that hazard controls continue to function effectively and that equipment malfunctions do not cause additional hazards. Our preventive maintenance is continuous and performed in accordance with manufacturer’s recommendations. Records of all maintenance performed will be maintained by the appropriate designated safety personnel in their respective departments and kept on file on site as well as a secure remote server either by a computerized system or simply by dating the posted work schedule. Important tip: Reward programs should always be designed to incent the right safety behaviors, such as proper equipment operation and immediate reporting of injuries or illnesses. Accidents do happen, even with the most diligent safety protocols and training. Programs that incent employees not to report injuries or illnesses, such as incentives for hours worked without injury or no lost time accidents, may create employer problems with OSHA and insurance carriers. 13 Communication Communication on safety issues is vital for the success of the program. Here are some of the ways that Rhombus communicates with employees: • Review of the safety program upon hiring or during onboarding orientation. • Training topics covered in classroom or tailgate talks/standup meetings. • Posters/signage/distributed content for compliance with all applicable state and federal regulations as well as Rhombus -specific exposures. • Safety meetings are held at least ever y Quarter and upon new hired employee. The meetings may take place at different intervals if the occurrence of injuries and/or illnesses prompts immediate action. Copies of the safety meeting minutes are reviewed with follow up action planning. • If applicable, include other means used to ensure safety communications with employees. The Rhombus has instituted a procedure to communicate any hazards or safety issues without the fear of reprisal (anonymously if needed). In addition to communicating safety concerns with management or safety committee representatives directly, employees may submit their concerns through: • Safety suggestion boxes: Confidential Drop box in Break Room • Telephone “care line.” • Online safety site on the Internet. Important tips: All forms of safety communications must be in the language and vocabulary understandable to employees. Use color codes, posters, labels, or signs to warn employees of potential hazards. Provide employees with multiple ways to share concerns about unsafe working conditions, including standardized methods to document hazards, such as this form developed by Cal/OSHA. Please note that OSHA has strong protections for employees who raise safety concerns, and you can review OSHA’s guidance on the topic here. 14 Training and Education Programs (Must include all Fire & Medical Emergencies) Initial and ongoing safety training and education is necessary to ensure the safety of our employees. Our safety orientation is the backbone of our program and introduces new employees to our culture and commitment to safety. Ongoing training will also be conducted based on the employee department/position and any requirements, such as personal protective equipment, controls, and medical testing, etc. The purpose of our training program is to provide employees with: • Knowledge and skills needed to do their work safely and avoid creating hazards that could place themselves or others at risk. • Provide awareness and understanding of workplace hazards and how to identify, report, and control them. • Specialized training when their work involves unique hazards. Safety training will be provided for employees: • During new hire onboarding. • When beginning new job assignments. • When cross training on new types of machinery/equipment. • When new substances, processes, procedures, or equipment are introduced to the workplace and represent a new hazard. • Periodically, in the form of refresher training (this may be following a near miss or incident, which can be required). Depending upon the topic, the training may be conducted with one of the following methods: • Tailgate talks. • Classroom training. • Peer to peer training/shadowing. • Online training. • Coaching/counseling. • Safety observations/evaluations. Important tip: Effective training and education can be provided outside a formal classroom setting. Peer-to-peer training, on-the-job training, and worksite demonstrations can be effective in conveying safety concepts, ensuring understanding of hazards and their controls, and promoting good work practices. OSHA’s recommendations for employee training is available here. 15 Program Evaluation and Improvement The main goal of our safety program evaluation is to ensure that Rhombus is providing a safe workplace to meet and exceed our safety goals while continuously improving our safety culture. At regular intervals Quarterly or upon new employee hire, we will review the safety program or individual programs with those goals in mind and to remain compliant with all applicable regulations/laws. The evaluation may also: • Verify that the core elements of the program have been fully implemented. • Involve employees in some aspects of program evaluation, including reviewing information (such as incident reports and exposure monitoring results), establishing and tracking performance indicators, and identifying opportunities to improve the program. • Ensure that the following key processes are in place and operating as intended: o Reporting injuries, illnesses, incidents, hazards, and concerns. o Conducting workplace inspections and incident investigations. o Tracking progress in controlling identified hazards and ensuring that hazard control measures remain effective and is completed promptly. o Collecting and reporting any data needed to monitor progress and performance. • Review the results of any compliance audits to confirm that any program shortcomings are being identified and that actions are being taken that will prevent recurrence. • Review and update plans/processes based on the Rhombus’s loss history. The person tasked with the overall responsibility to evaluate Rhombus’s safety program and processes is: Name: Frank Voelz Contact Information: 1 Important tip: The OSHA self-audit tool is an effective template to evaluate the safety program and create action plans for any needed improvements. 16 Recordkeeping Rhombus is responsible for maintaining records of all applicable safety-related programs. The records will be kept on file at 1462 N. Blackstone Ave. by Rhombus’s Staff The OSHA Form 300 log of work-related injuries and illnesses will be posted annually in the areas where other notices are posted from February 1 through April 30. Important tip: The following list includes the typical OSHA general industry standards that may require an employer to create, retain, and produce certain documents to the OSHA compliance officer during an inspection. The need for these documents and programs will depend on the nature of the work at that location. Be sure to ask the compliance officer to provide a written request for the documents during the inspection so that all parties are clear about the documentation and there is no confusion later if a citation is issued for failure to provide all documentation. It is important to remember that an employer has no absolute duty to produce certain documents, such as insurance audits, hazard assessments, employee personnel files or post -accident investigations, and requests should be reviewed by your legal counsel to ensure that you are providing only the documents required by law. A partial list of the most common regulations where document retention is required include: Lockout/Tagout: Certify that periodic inspections have been performed at least annually and retain those certifications until a new one is created. It is a best practice to keep the employee training records for the entire duration of employment. Noise/Hearing Conservation and Respiratory Programs: Provide a hearing conservation program with annual audiograms for employees exposed to noise levels equal to or exceeding an eight-hour time-weighted average of 85 decibels on the A scale and assess potential respiratory hazards from air particulates, evaluate employees and develop a program. Retain employee medical tests/evaluations for the duration of employment p lus 30 years, hearing evaluations for two years, and keep individual employee test records for the duration of the employment. Personal Protective Equipment (PPE): Retain written certifications of hazard assessments and employee training for the duration of employment for all employees exposed to identified hazards. Hazard Communication: Unless there is another record of the chemical hazard, retain SDSs for each of the hazardous chemicals in the workplace for employees working with the chemicals for the duration of employment plus 30 years for all employees exposed to the applicable chemicals. Make sure you have copies of all current SDSs for chemicals used in the business at all times. Keep employee training on chemical hazards for each employee’s duration of employment. Bloodborne Pathogens: If employees are expected to have work exposure to bloodborne pathogens, you are required to develop a written program and training to protect employees. Keep employee training records for at least three years from the training. Three years is the 17 requirement, and safety experts recommend keeping all training records for the duration of employment. Retain employee exposure records for the duration of employment plus 30 years. Employee Exposure/Medical Records: Retain employee exposure/medical records for the duration of employment plus 30 years. OSHA Form 300, 300A, and 301 Reports: The OSHA Form 300 log of work-related injuries, illnesses and fatalities, the OSHA Form 300A summary of work -related injuries and illnesses, and the Form 301 injury and illness incident reports must be maintained for employers with 11 or more employees, unless there is an exemption based on the NAICS code (for certain low -hazard industries). The OSHA 300 log must be maintained and certified annually with the OSHA 301 Incident Report form, or the Rhombus’s injury report form, if applicable. The OSHA 300 forms should be retained on file for five years following the year the records cover. When reporting to OSHA, covered establishments with 250 or more employees are only required to provide their 2017 Form 300A summary data. OSHA is not currently accepting Form 300 and 301 information. Establishments with 20 – 249 employees in certain high-risk industries must have submitted information from their 2017 Form 300A by July 1, 2018. Beginning in 2019 and every year thereafter, the information must be submitted by March 2. Note: OSHA proposed a rule to amend its recordkeeping regulation by rescinding the requirement for establishments with 250 or more employees to electronically submit information from OSHA Forms 300 and 301. These establishments will continue to be required to submit information from their Form 300A summaries. OSHA is amending its recordkeeping regulations to protect sensitive worker information from potential disclosure under the Freedom of Information Act. OSHA sought comment on this proposal until September 2018. OSHA is also proposing to require covered employers to submit their Employer Identification Number (EIN) electronically along with their injury and illness data submission. See more here. OSHA will provide a secure website for the electronic submission of this informatio n. Employers that are not in either of these two categories must submit information from the injury and illness records to OSHA only if OSHA notifies them to do so for an individual data collection. OSHA will provide this notification by mail. 18 Employee Acknowledgment Form SAFETY PROGRAM RESPONSIBILITIES: I have received and read the Rhombus’s safety rules and understand that I must abide by these rules at all times. I have been given a copy of these safety rules and instructed to refer to them on a regular basis. Whenever I see an unsafe work condition, I must report it immediately to my supervisor, safety committee representative, or management. REPORTING ACCIDENTS AND UNSAFE CONDITIONS: I have been informed and fully understand that it is my responsibility to report all work-related incidents of injuries or accidents, both my own and other employee incidents, at the time of the incident . I also understand that it is my responsibility to notify my supervisor, safety committee representative , or management of any unsafe working conditions immediately so that the potential hazards can be assessed and corrected. Employee Signature: ____________________________________________________________ Printed Name: __________________________________________ Date: __________________ Important tip: Have employees sign an acknowledgment that they received a copy of the safety plan and will follow the Rhombus’s safety rules. Whenever the safety plan is updated, give employees a copy of the new plan and obtain a new signed acknowledgment. Copies of these signed forms should be retained in the personnel file. 19 Fire Hazard Audit/Checklist Hazard Possible Controls Ignition Sources Has the workplace taken fire safety precautions for operations that have exposed flames? • Isolate operations • Do not store any combustible items near these operations • Clean equipment and work areas before and after each use so that they are free from dusts and oil particles Label all sources of ignition • Identify all sources of ignition (e.g., sparks, welding, smoking, hot plates, pilot lights, space heaters, boilers, furnace, etc.) • Make sure combustible or flammable items are not stored near ignition sources • Ensure appropriate fire walls are erected around hot equipment when required • Check ventilation rates for equipment and repair where appropriate Are operations involving hot work such as welding, grinding or cooking considered as potential source of fire hazard? • Make sure all the equipment and accessories used in hot work are in good working condition • Separate hot work areas from other operations • Keep combustible or flammable materials away from hot work areas • Develop safe work procedures for operations involving hot work • Use a “fire watch” attendant as necessary • Use appropriate personal protective equipment such as face shield, respirators, eye protection, etc. Has the use of a space heater been identified as a fire hazard? • Perform a Heating, Ventilation and Air Conditioning (HVAC) audit to ens ure the unit is functioning correctly and the space is being heated properly • If a space heater is still required, develop guidelines about their safe use • Include storage guidelines for combustible items within a certain distance of a heat source that complies with local Building and Fire Codes Electrical Is all wiring installed properly and appropriate to the current or voltage ratings? • Make sure that all electrical systems are installed and function according to any Codes that may apply • Identify and replace wiring that is not appropriate for the loads they are carrying 20 • Repair or replace any exposed wiring • Do not overload electrical equipment or electrical outlets • Replace extension cords that are being used for long term purposes with permanent wiring. • Develop a lock-out/tagout program for any work done on energized systems • Educate and train employees on electrical safety • Provide appropriate personal protective equipment (PPE) where a risk of arc-flash or arc- blast is present Chemical Storage, Handling, Distribution, Dispensing Is an inventory of all flammable and combustible materials available? • Identify all flammable and combustible materials. Examples include paints, degreasers, parts, washers, solvent, alcohol-based cleaners, aerosols, etc. • Maintain an inventory with the quantity, location of use, and storage • Include all quantities such as smal l pails or cans Are precautions for flammable and combustible materials taken? • Do not use combustible or flammable materials for cleaning purposes where possible (e.g., do not use gasoline and other flammable solvents) • Do not heat cleaning agents, or use on hot surfaces or near open flames • Areas where solvents are used must be well ventilated • Place rags in designated covered metal containers until the rags can be thoroughly cleaned or disposed • Remove clothing that becomes contaminated with a cleaning age nt as soon as possible and clean as directed by the manufacturer of the product Are precautions taken when dispensing containers of flammable liquids that generate static or sparks? • Containers or process equipment must be properly bonded and grounded to a receiving container before dispensing, transfer or collection of flammable liquids Are flammable and combustible materials stored and used in a safe manner? • Do not allow hot work, flames, or smoking in flammable or combustible material storage areas • Do not store other combustible materials near flammable storage areas or lockers • Separate flammable liquid transfer areas from other operations by distance or by fire walls with the proper fire resistance • Make sure there are routes of exit for the rooms in which flammable or combustible materials are stored or handled • Exits must be located so that occupants can exit quickly and not be trapped in the event of fire 21 • Use explosion-resistant light fixtures in storage rooms • Store flammable liquids in approved flammable storage lockers, or containers • Bulk drums of flammable liquids must be grounded and bonded during dispensing • Large bulk storage of gasoline, diesel, or oil must be kept in above ground tanks • When not in use, keep flammable liquids in covered containers • Clean the spills promptly • Keep combustible waste material and residues to a minimum, store in covered metal receptacles, and dispose daily • Make sure appropriate fire extinguishers are mounted within the required distance for both indoor and outdoor areas containing flammable liquids. Check your local Fire Code for specifications • Provide appropriate ventilation, including continuous mechanical exhaust ventilation system for every indoor storage room Fire Safety Procedures If you discover or suspect a fire: CALL 911 IMMEDIATELY • Leave the fire area immediately. • Activate the fire alarm and/or alert other staff. • If safe to do so, assist anyone in immediate danger. • Close all doors behind you to confine the fire. • Use exit stairwells to leave the building. If you hear a fire alarm: • Shutdown process/equipment (as preplanned, where applicable). • Leave the building immediately. • Close all doors behind you to confine the fire. • Use exit stairwells to leave the building. • If designated with fire emergency duties, carry out pre-planned procedures if safe to do so. In the event of a fire: • Do not use the elevator(s). • Do not re-enter the building until the fire marshal or respective supervisory staff announces that it is safe to do so. 23 Firewall Specifications 24 Fire Sprinkler Plan (Please see separate PDF) 25 Monitoring Fire Alarm Device Layout (Please see separate PDF) Fire Alarm System A fire alarm system shall be installed and monitored in accordance with Sections 907.6.1 through 907.6.6. and NFPA 72. 907.6.1 – Wiring Wiring shall comply with the requirements of the California Electrical Code and NFPA 72. Wireless protection systems utilizing radio frequency transmitting devices shall comply with the special requirements for supervision of low-power wireless systems in NFPA 72. 907.6.2 – Power Supply The primary and secondary power supply for the fire alarm system shall be provided i n accordance with NFPA 72. Exception: Back-up power for single-station and multiple-station smoke alarms as required in Section 907.2.11.4 907.6.3 – Initiating Device Identification The fire alarm system shall identify the specific initiating device addr ess, location, device type, floor level where applicable and status including indication of normal alarm, trouble and supervisory status, as appropriate. Exceptions: 1. Fire alarm system in single-story buildings less than 22,500 square feet in area. 2. Fire alarm systems that only include manual fire alarm boxes, waterflow initiating devices and not more than 10 additional alarm -initiating devices. 3. Special initiating devices that do not support individual device identification. 4. Fire alarm systems or devices that are replacing existing equipment. 907.6.3.1 – Annunciation The initiating device status shall be annunciated at an approved onsite location. 907.6.4 – Zones Fire alarm systems shall be divided into zones where required by this section. For the purposes of annunciation and notification, zoning shall be in accordance wit h the following: 1. Where the fire-protective signaling system serves more than one building, each building shall be considered as a separate zone 27 2. Each floor of a building shall be considered as a separate zone. 3. Each section of floor of a building that is separated by fire walls or by horizontal exits shall be considered as a separate zone. 4. Each zone shall not exceed 22,500 square feet. The length of any zone shall not exceed 300 feet in any direction. Security Plan SECTION 5. APPENDIX A EVALUATION CRITERIA FRESNO COMMERCIAL CANNABIS BUSINESS PERMIT APPLICATION SUBMITTED 12/4/20 1 Table of Contents SECURITY PLAN .......................................................................................................................................................... 3 Security Planning & Design for Rhombus Facility ...................................................................................................... 3 Rhombus Facility Overview ....................................................................................................................................... 6 Zoning and Location Limitations ................................................................................................................................ 8 Rhombus Facility ........................................................................................................................................................ 9 Exterior Facility Access ............................................................................................................................................. 10 Perimeter Security ................................................................................................................................................... 11 Exterior Lighting ....................................................................................................................................................... 11 External Video Surveillance ..................................................................................................................................... 12 Primary Facility Access ............................................................................................................................................. 12 Ingress/Egress/Access .............................................................................................................................................. 13 Employee and Visitor Badges................................................................................................................................... 14 Visitor Log ................................................................................................................................................................ 15 Interior Facility Security ........................................................................................................................................... 15 Table 2: Rhombus Proposed Security Tiers Administrative Work Zones .................................................................. 17 Hours of Operation .................................................................................................................................................. 18 Video Surveillance ................................................................................................................................................... 19 Alarm System ........................................................................................................................................................... 22 Third Party Monitoring ............................................................................................................................................ 22 Rhombus Armed Physical Security........................................................................................................................... 23 Intrusion and Motion Detection .............................................................................................................................. 23 Centrally Monitored Fire and Burglar Alarm System ............................................................................................... 24 Alarm Testing ........................................................................................................................................................... 24 Panic Buttons and Internal Communications ........................................................................................................... 24 Fire Security ............................................................................................................................................................. 24 Hazardous Material Safety & Handling .................................................................................................................... 25 Maintenance and Testing ........................................................................................................................................ 25 Track and Trace Compliant ...................................................................................................................................... 25 Inventory & Storage ................................................................................................................................................. 26 Product Security....................................................................................................................................................... 26 Cash Handling Procedures ....................................................................................................................................... 27 Common Processes and Related Steps for Cash Management ................................................................................ 27 Cash Security............................................................................................................................................................ 29 Testing Inventory Control System ............................................................................................................................ 30 Testing Agent-in-Charge .......................................................................................................................................... 30 Testing Perpetual Inventory Protocol (if applicable) ............................................................................................... 31 Random Physical Inventory Checks ......................................................................................................................... 31 Inventory Audit ........................................................................................................................................................ 32 Inventory Discrepancy Procedures .......................................................................................................................... 32 Employee Education and Policy ............................................................................................................................... 32 Incident Management and Emergency Response .................................................................................................... 32 General Instructions for All Emergencies ................................................................................................................. 34 Fire Emergencies ...................................................................................................................................................... 34 Preventing Theft & Non-Diversion ........................................................................................................................... 35 2 Loss Prevention ........................................................................................................................................................ 36 Community and Law Enforcement Partnerships ...................................................................................................... 36 Closing Procedures................................................................................................................................................... 36 Weapons .................................................................................................................................................................. 36 Incident Log ............................................................................................................................................................. 37 Suspicious Activity and Loitering ............................................................................................................................. 37 Supervision .............................................................................................................................................................. 37 Information Systems Security/Securing Data .......................................................................................................... 37 Social Network Security Policy and Procedures ....................................................................................................... 38 Ongoing Review ....................................................................................................................................................... 38 Emergency Response Organizations ........................................................................................................................ 38 Rhombus Points of Contact (Contact #’s TBD) ......................................................................................................... 39 Social Policy and Local Enterprise Plan SECTION 2. APPENDIX A EVALUATION CRITERIA FRESNO COMMERCIAL CANNABIS BUSINESS PERMIT APPLICATION SUBMITTED 12/4/20 1 Table of Contents 2.1. Commitment to Provide Employee Living Wages ............................................................................................. 2 2.2. Employee Benefits ............................................................................................................................................ 4 2.3. Contribution to Continuing Education and Employee Training ....................................................................... 12 2.4. Staff Recruitment Policy ................................................................................................................................. 16 2.5. A Locally Owned & Operated Enterprise......................................................................................................... 18 2.6. Employment Descriptions ............................................................................................................................... 19 2.7. Labor Peace Agreement Partnership .............................................................................................................. 30 2.8 Workforce Plan ................................................................................................................................................ 31 2.8.1. Making a Commitment to Hire Local Staff ................................................................................................... 52 2.8.2. Making a Commitment to Funding Cannabis Industry Apprenticeship Programs ........................................ 53 2.8.3. Commitment to Paying a Living Wage ......................................................................................................... 54 2.9 Social Equity Business Incubator ...................................................................................................................... 54 2 2.1. Commitment to Provide Employee Living Wages Rhombus Partners, LLC. is a responsible business leader in the community who understand that the minimum wage in California does not provide a sufficient income to support a sustainable standard of living. When prices for energy, food, commodities, and other goods and services rise , the entire economy is affected. Rising prices, known as inflation, impact the cost of living, the cost of doing business, borrowing money, mortgages/rent, corporate and government bond yields, and every other facet of our economy. Inflation causes a decrease in the purchasing power of currency, therefore making it difficult for many Americans to purchase the essential goods and services needed for maintaining a healthy life. This can often force families to purchase non- nutritious food products which has fueled the chronic disease epidemic that our Central Valley communities are currently suffering from. A living wage is a socially acceptable level of income that provides coverage for necessities such as adequate food, shelter, child services, and healthcare. Rhombus’s living wage structure will be significantly higher than the legally mandated minimum wage of $12 per hour. Our vision is to provide a living wage that allows people to earn an income that is susta inable and can uplift community members out of poverty. Earning a living wage provides income to cover modest living expenses and can reduce financial stress. Financial stability can lead to improved health, improved morale at work, increased support for h ealthy child growth and development, reduced barriers to social inclusion, and an overall improvement in the quality of life for the employed and their families. Additionally, a living wage can support residents in be coming healthier, more harmonious and engaged members of society. The cost of living in any area can vary based on factors such as your average income and the real estate market of that region. Based on local economic factors: - Fresno, California’s cost of living is 6% higher than the nati onal average. - Fresno’s housing expenses are 2% higher than the national average and the utility prices are 26% higher than the national average. - Transportation expenses like bus fares and gas prices are 10% higher than the national average. - Fresno has grocery prices that are 5% higher than the national average, while healthcare is 3% higher than the national average. Rhombus will work hard to promote a more just economy, and seek to strengthen our community. Rhombus intends on being a Certified Living Wage employer. We recognize that paying a living is an investment – an investment towards a strong local economy and a healthy community. We will contribute to the development of a dedicated, skilled, and healthy workforce. Our executive team understands that paying a living wage can lead to improved productivity, increased employee loyalty, and decreased costs associated with absent staff, training, and recruitment. Paying a living wage is a way that will show our community that Rhombus values its employees. We endeavor to become an employer of choice within the City of Fresno. Having living wage employers in our community can create a ripple effect that raises the standards within a given industry or geographical area. 3 Table 1 – Living Wage Summary for Residents within the County of Fresno. https://livingwage.mit.edu/counties/06019 In the diagram above, the Living Wage Calculator shows the wage estimates necessary for adequate living expenses within Fresno County. Commercial Cannabis Retail Job Summary Entry-Level Retail The average Budtender wage in the United States ranges from $12-$13 per hour. Management Level Retail The average base salary in the United States is $48,120. Estimated from 234 salaries reported. Executive Level Retail The average base salary in the United States is $102,000. While partisan politics have kept our Congress from passing legislation that would increase the federal minimum wage to $15, cities and states across the country have taken matters into their own hands to the best of their ability. Califo rnia’s gradual minimum wage increase will reach its peak at $15 per hour in January of 2022. But what about right now? Our team sees the fight to keep up with current living standards. The rent is too high, gas prices have increased over $3 per gallon throughout the city, with fresh produce among other quality food prices falling out of reach for a large percentage of our community. With Fresno’s current unemployment rate around 10 percent, our organization intends on doing its part to create career opportu nities that pay a livable wage. 4 Table 1. – Proposed Employment Structure for Rhombus Partners, LLC. Entry-level positions at Rhombus will start at per hour, which is 50% above the state mandated minimum wage rate of per hour. Management level salaries will begin at a year, while executive roles will earn a minimum annual salary of Each year Rhombus will conduct an evaluation period to assess the potential for 3 -6% wage increases for every employee, based on merit, performance, professional development, and overall sales of the company. 2.2. Employee Benefits Rhombus is committed to providing all employees with a safe, healthy, and beneficial working environment. Workplace safety and environmental standards are of utmost concern to Rhombus, as the welfare of our employees greatly impacts our abi lity to operate successfully. Fair employment practice including the prohibition against all forms of illegal discrimination, will always be prioritized, and enforced through Rhombus codes of conduct. All Rhombus employees will receive access to generous benefits packages and rates of compensation that exceed state minimum standards. By providing equal access and fair treatment to all employees we will improve Rhombus success while enhancing the progress of individuals and the community in which our business operates. 5 Benefits Rhombus is committed to providing a generous benefits program for all employees as allowed by the company’s financial performance. When fiscally feasible, all Rhombus employees will have the opportunity to participate in a 401(k) plans and other types of retirement programs with a matching company contribution. Employees will also be presented with access to competitive health insurance programs or a health savings account (HSA) program covering individuals and families. 125 Flexible Spending Accounts will be established for participating employees, allowing participants to set aside pre-tax dollars to pay for certain types of health expenses. Rhombus will establish access to three plans: (1) for medical expenses, (2) for dependent car e expenses and (3) for certain transportation expenses. Rhombus will additionally provide employees with options for participating in long-term and short-term dental and vision coverage, disability insurance and life insurance programs or provide equivalen t salary allowances. Our community involvement directives allow employees to earn wages while participating in community-based initiatives such as volunteer work, sponsorship, education and training, or other community-based service programs. Additionally, Rhombus will establish a tuition reimbursement program for employees interested in advancing their careers by attending cannabis education courses at Green Flower Medi a. Management Philosophy Rhombus pledges to its employees that if the affairs of this company are in our hands, the following will govern our actions with employees. Rhombus employees and their welfare are especially important to the success of our company. Our long-range objective is the continuous development of a growing and prospering business through which both the employees and the company will benefit. Every employee is considered a member of our company team. Our success as a company is built on the recognition of the skills and efforts made by each employee. It is our policy to work with all members of our team in a fair and friendly manner and to treat each team member with dignity and respect. The management of Rhombus will work continually for the benefit of our present and prospective clients as well as our employees to improve the competitive position of our company. This will enable us to provide excellent jobs for our team members. General conditions such as safety, cleanliness, and employee accommodations will be evaluated periodically for possible improvement and will always compare favorably with good industry practices. We will be pleased to meet with any employee to discuss suggested improvements in working conditions. We will devote our best effort to conducting an expanding business within which will prevail an atmosphere of harmony with opportunity for all employees of Rhombus. Equal Opportunity To provide equal employment and advancement opportunities to all individuals, employment decisions at Rhombus are based on merit, qualifications, and abilities. Rhombus complie s with all Equal Employment Opportunity Commission (EEOC) guidelines. Rhombus does not discriminate in employment opportunities or practices on the basis of: race, national origin or ethnic background; height and weight; credit rating or economic status; religious affiliation or 6 beliefs; citizenship; marital status, civil partnership or number of children; age; gender, gender identity or expression; sexual orientation; security/background checks for certain religious or ethnic groups; U.S. Military or veteran status; disability or medical condition; or questions and examinations. Americans with Disabilities Act (ADA) And the ADA Amendments Act (ADAAA) The Americans with Disabilities Act (ADA) and the Americans with Disabilities Amendments Act, known as the ADAAA, are federal laws that prohibit employers with 15 or more employees from discriminating against applicants and individuals with disabilities and that when needed provide reasonable accommodations to applicants and employees who are qualified for a job, with or without reasonable accommodations, so that they may perform the essential job duties of the position. It is the policy of Rhombus to comply with all federal and state laws concerning the employment of persons with disabilities and to act in accordance with regulations and guidance issued by the Equal Employment Opportunity Commission (EEOC). Furthermore, it is our company policy not to discriminate against qualified individuals with disabilities regarding application procedures, hiring, advancement, termination, compensation, training or other terms, conditions, and privileges of employment. Rhombus will reasonably accommodate qualified individuals with a disability so that they can perform the essential functions of a job unless doing so ca uses a direct threat to these individuals or others in the workplace and the threat cannot be eliminated by reasonable accommodation and/or if the accommodation creates an undue hardship to Rhombus. Contact the Human Resource department with any questions or requests for accommodation. Workers’ Compensation Benefits Rhombus is covered under statutory state workers' compensation laws. Employees who sustain work-related illnesses or injuries must immediately notify their department supervisor regardless of severity. The employee is required to complete an injury report for every injury and submit to Human Resources within 24 hours of the injury. Failure to properly report work related injuries may delay the receipt of benefits or cause denial o f benefits. Wage and Salary Policies Wage or Salary Increases Each employee’s hourly wage or annual salary will be reviewed at least once each year. The employee’s review date will usually be conducted on or about the anniversary date of employment or the date of the previous compensation review. Such reviews may be conducted more frequently for a newly created position or based on a recent promotion. Increases will be determined by the ability of the company to financially support them, o n the basis of performance, adherence to company policies and procedures, and the ability to meet or exceed duties per job description and achieve performance goals (see Performance Review and Planning 7 Sessions). Although the company’ salary ranges and hou rly wage schedules will be adjusted on an ongoing basis, Rhombus does not grant “cost of living” increases. Performance and location success are the key to wage increases in the company. Overtime Rhombus business hours vary by location. Overtime compensation is paid to non-exempt employees in accordance with federal and state wage and hour restrictions. Overtime is payable for all hours worked over 40 per week at a rate of one and one-half times the non-exempt employee's regular hourly rate. Time off on personal time, holidays, or any leave of absence will not be considered hours worked when calculating overtime. In addition, vacation time does not constitute hours worked. All overtime work performed by an hourly employee must receive supervisor’s prior authorization. Overtime work ed without prior authorization from your supervisor may result in disciplinary action. Your supervisor’s signature on a timesheet or time clock entry authorizes pay for overtime hours worked. Most employees must be paid one and one-half times their regular hourly rate for all hour worked more than 40 hours in each work week. However, state law does not require overtime after eight hours in a day. Some employees are exempt from overtime, such as executives, professionals, and some seasonal workers. If an em ployee is a non-exempt employee, meaning an employee who s due overtime, the employer may not award compensatory time in place of paying overtime compensation. For more information about Federal Overtime Pay Laws, visit the U.S. Department of Labor website. Rhombus business hours vary by location. Overtime compensation is paid to non-exempt employees in accordance with federal and state wage and hour restrictions. Overtime is payable for all hours worked over 40 per week at a rate of one and one-half times the non-exempt employee's regular hourly rate. Time off on personal time, holidays, or any leave of absence will not be considered hours worked when calculating overtime. In addition, vacation time does not constitute hours worked. All overtime work performed by an hourly employee must receive supervisor’s prior authorization. Overtime worked without prior authorization from your supervisor may result in disciplinary action. Your supervisor’s signature on a timesheet or time clock entry authorizes pay for overtime hours worked. Most employees must be paid one and one-half times their regular hourly rate for all hour worked more than 40 hours in each work week. However, state law does not require overtime after eight hours in a day. Some employees are exem pt from overtime, such as executives, professionals, and some seasonal workers. If an employee is a non-exempt employee, meaning an employee who s due overtime, the employer may not award compensatory time in place of paying overtime compensation. For more information about Federal Overtime Pay Laws, visit the U.S. Department of Labor website. 8 Paydays All employees are paid bi-weekly. If a regularly scheduled payday falls on a holiday, employees will receive pay on the next day of operation. If a regular payday falls during an employee’s vacation, the employee’s paycheck will be available upon his/her return from vacation. Paychecks will n t, under any circumstances, be given to any person other than the employee without written authorization. Paychecks may also be mailed to the employee’s address or deposited directly into an employee's bank account upon request. The company reserves the right to pay employees with cash. Benefits and Services Introduction Rhombus offers a benefit program for its regular full-time and regular part-time employees. However, the existence of these programs does not signify that an employee will necessarily be employed for the required time necessary to qualify for the benefits included in and administered through these programs. Discounts Rhombus offers discounts for employees who are also registered patients with valid documentation to make purchases in the State of California. Employee discounts, friend/family discounts, and industry discounts will be determined within th e first quarter of operations. Bonus System Each employee is assigned a target bonus, that reflects a possible bonus at the end of the year. If it is determined that an employee has achieved specific individual goals, the annual bonus will be given. The percentage of bonuses will vary between departments and positions, and is determined by the company’s leadership and HR teams. Group Insurance Rhombus offers the following health and life insurance programs for regular full-time employees (as determined by the carrier of the policies). This manual does not conta in the complete terms and/or conditions of any of the company’s current insurance benefit plans. It is intended only to provide general explanations. If there is ever any conflict between the manual and any documents issued by one of the company’s insurance carriers, the carrier’s guideline regulations will be regarded as authoritative. California State Continuation Coverage Cobra Insurance in California: The Federal Consolidated Omnibus Budget Reconciliation Act (COBRA) allows retiring employees, or those who lose coverage due to quitting a job or reduced work hours, to continue group coverage for a limited period. This also applies to their dependents who lose co verage because of divorce or legal separation; death of the covered employee; the covered empl oyee 9 qualifying for Medicare; or a loss of dependent status under the health plan’s provisions. COBRA applies only to employers with 20 more employees. If you qualify for COBRA benefits, your health-plan administrator must give you a notice stating your right to choose to continue benefits provided by the plan. You then have 60 days to accept coverage or lose all rights to the benefits. Once you select COBRA cover age, you may have to pay 100 percent of the total insurance cost, plus a two percent processin g fee. If you work for an employer that has over 20 full-time employees: Then federal COBRA law applies, visit the COBRA summary. If you work for an employer that has under 20 full-time employees: California has a state continuation program (like COBRA). Plans with 2-19 employees may be eligible for up to 18 months, dependents can qualify for 36 months. To qualify for continuation coverage, you must have been covered under your former fully insured group health plan for at least 12 months and you must app ly within 60 days of losing your group coverage. Also, you must not have left you former job voluntarily. Like under COBRA, you must pay the entire premium (empl oyer and employee share) for this continuation coverage. Under state continuation, this premium will be 25% higher than your former group health plan premium. Questions regarding Mini-COBRA can be directed to the California Department of Insurance: Coveredca.com (800) 300-1506 http://www.insurance.ca.gov/01-consumers/110-health/frequently-asked-questions.cfm Social Security/Medicare Rhombus withholds income tax from all employees' earnings and participates in FICA (Social Security) and Medicare withholding, and matching programs as required by law. Vacation Rhombus encourages all employees to take time for themselves to rejuvenate and rest. Regular breaks from daily work make everyone more productive. Rhombus offers employees unpaid vacation time with at least two weeks’ prior approval and written notice to your supe rvisor. As our business grows, we look forward to offering a paid vacation package for all employees. Holidays Rhombus observes the following paid holidays per year for all employee s: 1. New Year’s Day 2. Thanksgiving Day 3. Christmas Day 10 Jury Duty Employees will be granted time off to serve on a jury without pay unless required by law. However, all regular employees both full-time and part-time will be kept on the active payroll until their civic duties have been completed. A copy of the jury duty summons and all other associated paperwork are required for the personnel file. Military Leave Rhombus is committed to protecting the job rights of employees a sent on military leave. In accordance with federal and state law, it is the company’s policy th at no employee or prospective employee will be subjected to any form of discrimination based on that person's membership in or obligation to perform service for any of the Uniformed Ser vices of the United States. Specifically, no person will be denied employment, reemployment, promotion, or other benefit of employment based on such membership. Furthermore, no person will be subjected to retaliation or adverse employment action because such person has exercised his or her rights under applicable law or company policy. If any employee believes that he or she has been subjected to discrimination in violation of company policy, the employee should immediately contact Human Resources. Employees taking part in a variety of military duties are eligible for benefit s under this policy. Such military duties include leaves of absence taken by members of the uniformed services, including Reservists and National Guard members, for training, periods of active military service and funeral honors duty, as well as time spent being examined to determine fitness to perform such service. Subject to certain exceptions under the applicable laws, these benefits are generally limited to five years of leave of absence. General Provisions Under this policy, Rhombus will grant up to 12 weeks (or up to 26 weeks of military caregiver leave to care for a covered service member with a serious injury or illness) during a rolling 12- month period to eligible employees. The leave may be paid, unpaid or a combination of paid and unpaid leave, depending on the circumstances of the leave and as specified in this policy. Type of Leave Covered To qualify as FMLA leave under this policy, the employee must be taking leave for one of the reasons listed below: 1. The birth of a child and to care for that child. 2. Th placement of a child for adoption or foster care and to care for a newly placed child. 3. To care for spouse, child or parent with a serious health condition (Under the FMLA, a “spouse” means a husband or wife as defined under the law in the state where the employee resides, including same-sex marriages in states that legally recognize such civil unions). 4 The serious health condition of the employee. 11 Amount of Leave An eligible employee may take up to 12 weeks for the first five FMLA circumstances above (under heading “Type of Leave Covered”) under this policy during any 12-month period. The company will measure the 12-month period as a rolling 12-month period measured backward from the date an employee uses any leave under this policy. Each time an employee takes leave, the company will compute the amount of leave the employ e has taken under this policy in the last 12 months and subtract it from the 12 weeks of avai lable leave and the balance remaining is the amount of time the employee is entitled to take at that time. An eligible employee can take up to 26 weeks for the FMLA military caregiver leave circumstance above during a single 12-month period. For this military caregiver leave, the company will measure the 12-month period as a rolling 12-month period measured forward. FMLA leave already taken for other FMLA circumstances will be deducted from the total of 26 weeks available. If a husband and wife both work for the company and each wish to take leave for the birth of a child, adoption or placement of a child in foster care, or to care or a parent (but not a parent "in-law") with a serious health condition, the husband and wife may only take a combined total of 12 weeks of leave. If a husband and wife both work for the company and each wish to take leave to care for a covered injured or ill service member, the husband and wife may only take a combined tot l of 26 weeks of leave. Employee Status and Benefits During Leave While an employee is on leave, the company will continue the employee's health benefits during the leave period at the same level and under the same conditions as if the employee had continued to work. Use of Paid and Unpaid Leave All paid vacation, personal and sick leave runs concurrently with FMLA leave. Disability leave for the birth of a child and for an employee's serious health condition, including workers' compensation leave (to the extent that it qualifies), will be designated as FMLA leave and will run concurrently with FMLA. Intermittent Leave or a Reduced Work Schedule The employee may take FMLA leave in 12 consecutive weeks, may use the leave intermittently (take a day periodically when needed over the year) or, under cert ain circumstances, may use the leave to reduce the workweek or workday, resulting in a reduced -hour schedule. In all cases, the leave may not exceed a total of 12 workweeks (or 26 workweeks to care for an injured or ill service member over a 12-month period). Procedure for Requesting FMLA Leave All employees requesting FMLA leave must provide the Human Resources manager with verbal or written notice of the need for the leave. Within five business days after the employee has provided this notice, the Human Resources manager will provide the employee with the DOL 12 Notice of Eligibility and Rights. When the need for the leave is foreseeable, the employee must provide his/her manager with at least 30 days' notice. When an employ e becomes aware of a need for FMLA leave less than 30 days in advance, the employee must provide notice of the need for the leave either the same day or the next business day. When the need for FMLA leave is not foreseeable the employee must comply with the company’s usual and customary notice and procedural requirements for requesting leave. Calling in sick will not be treated as a request for FMLA leave. Designation of FMLA Leave Within five business days after the employee has submitted the appropriate certification form, the HR manager will provide the employee with a written response to the employee’s request for FMLA leave. Training and Professional Development Rhombus recognizes the value of professional development and personal growth for employees. As our business productivity increases, we look forward to offering employees opportunities to attend classes and seminars that will further their job skills and pe rformance. In accordance with applicable laws and regulations, our Adult-Use Cannabis operation must ensure that all dispensary employees complete training prior to performing job functions. Training must be tailored to the roles and responsibilities of the job function of each dispensary employee, and at a minimum must include training on confidentiality, security, and other topic s as specified by the Bureau of Cannabis Control. At a minimum, staff must receive 8 hours of on-going training annually. It is the policy of Rhombus to provide opportunities for employees to apply for job openings within the company when opportunities arise. Promotions and transfers will be considered by evaluating each individual job-related skills, knowledge, and experience; ability, efficiency, initiative, and attitude; and attendance record. To ensure that the best interest of the company and the ind ividual are being served, Rhombus may transfer employees to different positions when deemed necessary to maintain efficient operations or production. 2.3. Contribution to Continuing Education and Employee Training Changes in our business model and the cannabis industry as whole are inevitable and can move at breakneck speed. To avoid struggling with new “best practices”, procedures and technologies, Rhombus will offer in partnership with Green Flower Media, a chance for every employee to further their training and education in cannabis fundamentals, advocacy, safety, patient care, and medical applications. Rhombus wil l pay 100 percent of the cost of tuition, fees, and curriculum materials if employees can receive a passing grade. Employees can choose their course of study as it best pertains to their job specifications. Rhombus understanding that gaining increasing e xpert knowledge and sharing that knowledge can be a major asset to the company, the quality of work performed, and the greater community. It takes commitment from executive leadership to ensure that additional training, education, and 13 practice are supported effectively throughout the careers of our employees. It is our priority to identify relevant courses and build education and training into e veryone’s schedule. Rhombus is taking the time and consideration to invest in a more well -educated and proficient workforce who understands that the executive branch supports their efforts to develop and grow. Employee engagement is one of the most important factors in overall company success. We know that employees are searching for more than just a 9-to-5 job. They want to be involved in their work, enthusiastic about the organization they represent, and committed to their fellow colleagues and customer base. The course work being offered through Green Flower Media is time efficient, affordable, and informative for the employees seeking to learn about specific cannabis topics. The executive team at Rhombus recommends the certification programs and courses for Cannabis Medicine, Cannabis Business, and Cannabis Policy. These specific criteria will best meet the essential functions of each Rhombus employee. Education course material includes the following: Cannabis Medicine Certificates 1. Cannabis Fundamentals: The program was developed alongside the doctors, entrepreneurs, scientists, cultivators, and innovators shaping the future of legal cannabis, and is utilized by top organizations to educate their workforces. This program will introduce you to topics essential to success in commercial cannabis, including: - The endocannabinoid system - How to address cannabis myths with science - Cannabis biology & terminology - Proper dosing protocols - Cannabis products & delivery methods - Safe cannabis use - Major cannabinoids & terpenes - Careers in cannabis 2. Cannabis Advocacy: Partnered with the National Organization for the Reform of Marijuana Laws, this program will teach students the techniques NORML has deployed over the last 50 years to shape cannabis policy at a local, state, national and international level. This program will introduce you to: - Why advocacy matters - How to build alliances - The history of cannabis advocacy - Bolstering voter engagement - Affecting cannabis policy - Nonprofit management - Ways to get your community involved - Framing your message - Working with the media - Partnering with legislators - Implementing initiatives - Techniques for defending progress 14 3. Cannabis Patient Care: Leading health care specialists and educators developed the Patient Care Program to help you gain a comprehensive understanding of cannabis, the plant’s effects on human physiology, and how it can be used to promote overall wellness and relieve a variety of medical issues. This program will help you develop skills essential to success in cannabis therapy, including: - Cannabis botany & terminology - Possible side-effects of cannabis use - How cannabis molecules interact within the body - Contradictions with cannabis and other medications - Ways to safely guide people to the right cannabis products - CBD and the uses of other non-psychoactive cannabinoids - Dosing protocols for different conditions - Answers to common patient questions 4. Medical Applications of Cannabis: This program was designed by leading M.D.s, scientists, and researchers to help professionals gain a comprehensive scientific understanding of how cannabis interacts with the human body. You will study the evidence that supports cannabis’ use as a legitimate medical treatment – knowledge you will be able to use to improve the lives of the customers/patients in your care. Program topics include: - History of medical cannabis - Applications of CBD - Cannabis mechanisms of action - How cannabis affects various demographics - The endocannabinoid system - Side-effects and risks of consumption - Using medical cannabis for different diseases and ailments - Cannabis and psychiatry - Evidence-based practice - Proper dosing - Legal implications In addition to the certificate -oriented curriculum for Cannabis Medicine, students/employees will have the opportunity to engage in course work that includes: - Medical Cannabis Research, - Deciphering Lab Results and Reading Labels - Pharmacokinetics & Pharmacodynamics of Cannabis - Introduction to the Endocannabinoid System - Autoimmune Diseases, The Gut, and CBD Cannabis Business Certificates 1. Cannabis Compliance and Regulations: This program was developed alongside leading cannabis lawyers and specialists to help you understand which laws apply to cannabis 15 businesses, to ensure your organization stays 100% compliant as the laws that regulate the industry evolve. This program includes: - Protecting intellectual property - Banking & accounting for cannabis businesses - Obtaining real estate for cannabis venture - Getting insurance for a cannabis business - Ethics in cannabis - Federal, state & local compliance - Investment law - Regulatory & licensing law - Tax law - Environmental law - Labor & employment law - Dispute resolution 2. Cannabis Business Essentials: The BEC program will provide you with a comprehensive understanding of the cannabis industry. You will be introduced to topics essential to building a cannabis business, including: - Commercial cultivation - Cannabis processing and manufacturing - Developing distribution networks - Increasing retail sales - Marketing your brand - Accounting for cannabis businesses - Human resources - Securing investments for your business In addition to the certificate -oriented curriculum for Cannabis Medicine, students/employees will have the opportunity to engage in course work that includes: - An investor’s guide to the legal cannabis industry - Deciphering lab results and reading labels - The future of extraction - Marketing in the cannabis industry Cannabis Policy Certificates 1. Sell-SMART: This program is lead by Maureen McNamara, one of the most in- demand cannabis compliance training professionals in the world. The program teaches you how to keep yourself and your team compliant. You will learn: - How to educate customers about cannabis - Licensing requirements - Ways to handling tricky situations - Dispensary rules & regulations - What to look for when checking IDs - Regulatory agencies - Dispensary safety & security 16 In addition to the certificate -oriented curriculum for Cannabis Medicine, students/employees will have the opportunity to engage in course work that includes: - An investor’s guide to the legal cannabis industry - Real estate transactions - Cannabis genetics 101 - Banking, Tax, and Accounting - Insurance Options in Cannabis Rhombus measures itself on performing as one of the top cannabis retailers in the State of California. Our competitive advantage would not be possible without investing in our qualified staff. Our leadership philosophy and culture are defined through strategic investments in our employees. By providing an attractive employee-focused culture through offering career development opportunities through training and financial support, we will continue to bui ld strong loyalty, integrity, and a compassionate environment for our team, our customers, and the community we conduct business in. We want everyone to feel and know that they are valued and appreciated for the unmatched performance they provide at Rhombus every day. Rhombus management recognizes that a boost in education and leadership can produce motivation and drive. We will create pathways for our team members to take on leadership roles, opportunities, and temporary assignments whenever possible. Furthermore, Rhombus will implement a reimbursement policy for employees interested in attending cannabis education courses at the collegiate level. Continuing education is a top priority for Rhombus Partners, LLC. 2.4. Staff Recruitment Policy Rhombus Partners, LLC. strongly supports a diverse company culture. Men and Women from all walks of life are welcomed into our family. At minimum, 50 percent of Rhombus’s staff wi ll be made up of men and women who are Veterans, burdened by low income standards, unemployed and seeking re-entry into the local workforce, and have faced criminal convictions related to cannabis possession and sales. With our efforts to hire over 90% local and provide career opportunities for everyone to participate in, we can help to break the generational cycle of poverty, marginalization from being incarcerated, facing discriminatio n due to being disabled or a woman. Through fast-track employment education and training pr actices set forth by our executive team, we are confident that our qualified candidates will find refuge within our Rhombus Partners organization. There are over 120,000 veterans throughout the Central Valley, with Fresno County being home to more than 40,000 of the total population. Collectively, the Fresno VA Healthcare Center and other services support the needs of up to 80,000 veterans with healthcare, social, and economic services. Our combat veteran population suffers from consistently higher rates of disability and unemployment than either non-veterans or non-combat veterans. Readjustment into civilian life is a great challenge that can impact social, health and economic outcomes. Rhombus Partners stand in solidarity with our veterans. We believe our organization can offer support through job creation, education and training courses, and therapeutic alternative solutions. Many of our veterans suffer from more than one health condition with the most 17 common being posttraumatic stress order, depression, anxiety, and insomnia. Thes e chronic illnesses are debilitating and usually lead to social and economic disparities. Job loss, family separation, homelessness, and substance abuse can be an unfortunate result from engaging in the conflicts of war. Our organization will work diligently to establish a relationship with the leaders of the Fresno County Veterans Employment Committee, the Central Valley Veterans Non-Profit organization, Hire Heroes USA, and Hire Veterans to help develop a strategic approach to reducing unemployment issues facing our veteran’s communities. Our members would like to participate on the Veterans Employment Committee and help to honor our community through the “Hire a Vet” job and resources Fair held each year. Rhombus will offer job opportunities, along with education and training resources for individuals who are seeking employment in the cannabis industry. It is estimated that Police across America make a marijuana -related arrest every 58 seconds. At a time when the overwhelming majority of Americans want cannabis to be legal and regulated, it is an outrage that many police departments across the country continue to waste tax dollars and limited law enforcement resources on arresting otherwise law -abiding citizens for simple marijuana possession. The Department of Justice released a data set showing the number of past convictions of each county in the State of California. The DOJ reported 3,129 cannabis -related cases in Fresno County. In California almost 42% of the cannabis-related felony arrests in 2018 were made up of Latinos. Additionally, Latinos accounted for 44% of misdemeanor arrests in the same year. The war on drugs has caused the systematic over-criminalization and mass incarceration of Latinos. Latinos and blacks continue to experience racial profiling, law enforcement violence, intrusive government surveillance and militarization of local law enforcement. As a result, communities suffer from being arrested for minor possession and use of a plant, marginalization, a lack of job opportunities, unable to obtain credit loans, family separation, and generational criminality; which all can lead to social, health, and economic poverty. Rhombus has continuously supported advocacy efforts related to the passing of Assembly Bill 1793, which passed by an overwhelming majority in the California state Legislature and signed into law by our form governor Jerry Brown. This law makes it easier for people with past marijuana convictions to have their records expunged completely, or their sentences significantly reduced. This is a step in the right direction for the thousands previo usly incarcerated for cannabis use and/or possession, to re-enter into the workforce and social aspect s of life without discriminated against. Those convicted of cannabis crimes are welcome to join our organization as an employee, stakeholder, and member of the family. Rhombus understands that these people are human beings and like anybody else, they des erve an opportunity to work in the cannabis industry and create the generational wealth that has been missing from their families and communities. Rhombus will provide an Equal Opportunity for Employment to individuals who have been marginalized by the war on drugs. Our goal is to ensure that all of our previously convicted employees earn a livable wage that can help them fund positive youth programs, resources for education, food programs, employment 18 opportunities, start-ups, pathways to citizenship, healthier environments, and safe places or their children to play within their communities. Valley counties continue to be plagued by higher rates of poverty than most of California. In 2018, the median household income in Fresno County was among the 10 lowe st in California, 30% lower than the median income statewide, according to the income and poverty data released by the U.S. Census Bureau. The Census Bureau’s 2018 American Community Survey poverty measure, reported figures for California’s 40 most populou s counties, estimating that almost 210,000 Fresno County residents had incomes that fell below the poverty level. At the time, that was the fifth highest rate in the state. Across Fresno, Kings, Madera, Merced, and Tulare counties, the number of people in poverty under the federal threshold was estimated at more than 430,000. These are longstanding concerns in our region that relies heavily on agriculture. The most numerous jobs available require the least education and are also among the lowest paying inc luding farm labor, food service/hospitality, retail, and personal in-home care aides. As difficult as the income crisis may be, Rhombus views the challenge as an opportunity to diversify the area’s economy through our investments into the commercial cannabis industry, providing better-paying jobs with benefits, education and training opportunities for residents. Over the next several years, our industry will separate itself from the future job openings that will continue to be in the lowes t- paying occupations. Through our apprenticeship efforts, internal education and training, funding and hosting job fairs, and networking strategies with the Fresno Economic Opportunities Commission, we will identify heavily impacted areas throughout our city and engage with interested candidates who want to learn about what it takes to be a success in th is burgeoning cannabis industry. Too often low income, and BIPOC communities fall short of finding solutions to get them out of poverty. Our mission is to focus on underserved populations, increase self -sufficiency, and build stronger communities. By 2021, the cannabis industry is expected to create 414,000 jobs in the U.S. California is the world’s largest cannabis industry, estimated to reach $7 billion in sales by 2025. The City of Fresno is the 5th largest city in the State, working to create a cannabis i ndustry with up to 500 new, livable wage careers in its first year of being fully operational. Rhombus is beyond excited to share in this new opportunity of economic prosperity and longevity with all community stakeholders. If Rhombus is selected to receive a commercial cannabis business permit, our organization will provide the city with ongoing proof of compliance of this requirement. Section 9-3316 (b)(1). 2.5. A Locally Owned & Operated Enterprise Rhombus Partners, LLC., is a locally owned and managed company, with over 90% of our staff residing in the City of Fresno. Frank Voelz, President/CEO, was born at Saint Agnes hospital in 1983, and attended Clovis schools throughout his adolescent years. F rank is responsible for making major corporate decisions, managing the overall operations and resources of the company, a cting as the main point of communication between the board of directors and corporate operations, and being a 19 public figure head of the company. Currently, Frank resides in the County of Fresno with his wife and three children, who attend Quail Lake Elemen tary. Ryan Davis, Chief Operations Officer, was born at Fresno Community Hospital in 1982, and attended Clovis schools throughout his adolescent years. Ryan is second in the chain of command and is tasked with overseeing the day -to-day administrative and operational functions of the business. Additionally, Ryan will conduct analysis reports to ensure that the development, design, operati on, and improvement of our internal systems are efficient and effective enough to meet organizational goals. Mr. Davis an d his four children currently reside in the City of Fresno. Moe Essa, Managing-Member and Treasurer of Rhombus Partners, LLC., was born in Lindsay, CA., and raised in Orange Cove. Mr. Essa moved to the City of Fresno in 2014, and in 2015, he established Mount Saber, Inc., a real estate investment company that focus es on securing capital for investors looking to buy and renovate residential a nd commercial properties. Moe is responsible for overseeing and presenting budgets, accounts, and financial statements to the executive committee, liaise with designated staff ab out financial matters, ensure that appropriate financial systems and controls are in place, and confirm that record -keeping and accounts meet the conditions of funders. Additionally, Mr. Essa will be focusing on the company’s fundraising strategy, ensuri ng use of funds complies with conditions set by funding bodies, prepare and pr esent budgets for new and ongoing work, advise on financial implications of strategic and operational plans, and present revised financial forecasts based on actual spend. Our tr easurer will also present regular reports on the organization’s financial posi tion, prepare accounts for audit and liaising with the auditor as required, and advise on the organization’s reserves and investment policy. Since 2014, Moe has lived and investe d in the City of Fresno with his wife and two children. Moe Jawad, Managing-Member and Corporate Secretary for Rhombus was born and raised in Merced, CA., and has also spent years living and working in the City of Fresno. Mr. Jawad is a renowned real estate investor and commercial retail business owner, currently overseeing an investment portfolio valued at $20,008,000. Additionally, Moe’s uncle Mahde Jawad started Own A Car Fresno back in 1994. Mr. Jawad is a valuable member of the executive management team. He is responsible for ensuring corporate compliance and for addressing activist shareholder initiatives. He will assist Rhombus with investing in productivity, enhancing public relations and becoming more involved in our community. Discovering ways to support employees and increasing company value for all stakeholders. Moe curre ntly resides in Merced, CA with his wife and two children. 2.6. Employment Descriptions Rhombus estimates that will hire up to 25 employees to be able to conduct operations effectively. To ensure our business model is a success, we must surround ourselves with individuals who have the desired skills to accomplish our organizational and community outreach goals. In addition to having a qualified background, we want our team to embrace honesty, respect, ambition, and a strong work ethic to strengthen our company’s morale high. 20 General Manager The General Manager ensures the members of the company, management and employees are in compliance with the rules and regulations of regulatory agencies, that company policies and procedures are being followed, and that behavior in the organization meet the company standards. Together, the members of the company and General Manager assure the Rhombus’s relevance to the community, the accomplishment of the mission, and the accountability of Rhombus to its diverse constituents. The General Manager oversees the operation of all licensed locations, contractors, managers, and agents. The CEO delegates responsibility for management and day to day operations to the General Manager, and he or she has the authority to carry out these responsibilities, in accordance with the direction and policies established by the m embers of the company. The General Manager provides the direction and means to the members of the company as they carry out their governance functions. Essential Duties Include 1. Compliance: - Keep informed regarding pending industry changes, trends, and best practices and assess the potential impact of these chances on organizational processes. - Report violations of compliance or regulatory standards to duly authorized enforcement agencies as appropriate or required. - Verify that software technology is in place to adequately provide oversight and monitoring in all required areas. - Oversee internal reporting systems such as waste disposal, changes in employee information, and customer records. - Review communications such as advertising, signs, and labels to ensure there are no violations of standards or regulations. - Review or modify policies or operating guidelines to comply with changes in standards or regulations. - Conduct or direct internal investigation of compliance issues. 2. Mission, Policy and Planning: - Assists the members of the company in determining Rhombus values, mission, vision, short-term and long-term goals. - Assists the members of the company in monitoring and evaluating Rhombus’s relevancy to the community, its effectiveness, and its results. - Keeps the members of the company fully informed on the condition of the operation and on all the important influential factors. - Identifies problems and opportunities and addresses them; brings those which are appropriate to the members of the company and their advisors; and facilitates discussion and deliberation. 3. Management and Administration - Provides general oversight of all Rhombus activities, manages the day to day operations, and assures a smoothly functioning, efficient organization. - Assures program quality and organizational stability through development and implementation of standards and controls, systems and procedures, and regular evaluation. 21 - Assures a work environment that recruits, retains, and supports quality staff and volunteers and maintains a process for selecting, development, motivating, and evaluating staff and volunteers. - Recommends staffing and financing to the members. In accordance with member’s action, recruit personnel, negotiates professional contracts, and sees that appropria te salary structures are developed and maintained. 4. Inventory Control - Oversees the proper and timely ordering of all products, merchandise, and office supplies - Communicates and meets with vendors and suppliers, as necessary. - Oversees and adjusts day to day inventory systems based on volume and workflow efficiency. - Organizes, manages, and oversees in weekly physical inventory counts. - Completes inventory procedure using the inventory system and respond to any discrepancies by notifying the location’s management and investigating reasons for the discrepancy. 5. Governance - Helps the members articulate their own role and accountabilities and helps evaluate performance regularly. - Works with the members to fulfill their governance function and facilities the o ptimum performance by the company. - Manages the company’s diligence process to assure timely attention to core issues. 6. Financing - Promotes programs and services that are produced in a cost -effective manner, employing economy while maintaining an acceptabl e level of quality. - Oversees the fiscal activities of the organization including budgeting, reporting, and audit. - Works with the members of the company to ensure financing to support short and long - term goals. 7. Community Relations - Acts as an advocate, within the public and private sectors, for issues relevant to Rhombus, its services, and constituencies. - Listens to clients, volunteers, donors, and the community in order to improve services and generate community involvement. Assures community awareness of the company’s response to community needs. - Serves as chief spokesperson for Rhombus, assuring proper representation to officials, the press, and the community. - Initiates, develops, and maintains cooperative relationships with key constituencies. - Works with legislators, regulatory agenci es, and industry partners to promote legislative and regulatory policies that encourage a healthy community and address the issues of the company’s constituencies. 8. Additional Duties as Required. Dispensary/Delivery Manager The Dispensary Manager is responsible for managing day to day operations of the Rhombus Partners, LLC. dispensary in accordance with state and local laws, and standards set by Rhombus Partners, LLC. The Dispensary Manager provides support to the Assi stant Dispensary Manager, 22 Education Counselor, Delivery Staff, and Bud Tending Staff which includes scheduling, training, providing policy and procedure updates, product information, and keeping updated with industry news. The Dispensary Manager is responsible for maintaining the dispensary sales floor, ordering, and receiving all inventory and products, arranging deliveries, and maintaining facility compliance and cleanliness. The Dispensary Manager must maintain a professional appearance, organized work environment and facility appearance. Essential Duties Include 1. Staff Support and Management - Responsible for managing dispensary staff, schedules, inventory, and customer relations. - Serves as a role model and resource for dispensary staff concerning products and services, policies and procedures, industry news, and changes in regulations. - Responds to all agent questions, concerns or suggestions and acts when necessary to resolve conflicts. - Responsible for delegating tasks to agents in order to maintain a compliant and clean facility - Coordinates with the General Manager to ensure accurate information is communicated to dispensary staff. 2. Customer Service - Provides superior customer service for vendors, customers, and city staff. - Responds to all patient complaints, requests, concerns, and suggestions and acts when necessary to resolve conflicts. - Oversee orders and deliveries to ensure accurate order information and timeliness of deliveries. 3. Reports and Documentation - Maintain accurate records of all dispensary activities including customer records, sales, and deliveries and returns in accordance with the Bureau of Cannabis Control and the standards set by Rhombus Partners, LLC. - Maintain inventory control system and perform daily counts of all cann abis and manufactured products within the facility - Provide regular inventory and sales reports to the General Manager 4. Additional Duties as Required. Compliance Officer The Compliance Manager is responsible for regulatory compliance with all applicable State and local laws and regulations throughout all of Rhombus’s locations and operations function g as an independent and objective body that reviews and evaluates compliance issues/concerns with n the organization. The position ensures the members of the company, management and employees are in compliance with the rules and regulations of regulatory agencies, that company policies and procedures are being followed, and that behavior in the organization meets the company’s Standards of Conduct. Verifies and maintains software and technology in place to adequately provide oversight, security, and monitoring in all required areas. Advises management on the implementation or operation of compliance programs. Monitors compliance systems, policies, and procedures to ensure their effectiveness. Files appropriate compliance reports with regulatory agencies and coordinates with the Rhombus’s accountant to collect and file taxes for all for all of Rhombus Partners’ entities. 23 Essential Duties Include 1. Compliance: - Keep informed regarding pending industry changes, trends, and best practices and assess the potential impact of these changes on organizational processes. - Report violation of compliance or regulatory standards to duly authorized enforcement agencies as appropriate or required. - Verify that software technology is in place to adequately provide oversight and monitoring in all required areas. - Oversee internal reporting systems such as waste disposal, changes in employee information, and patient records. - Review communications such as advertising, signs, and labels to ensure there are no violations of standards or regulations. - Review or modify policies or operating guidelines to comply with changes in standards or regulations. - Conduct or direct the internal investigation of compliance issues. 2. Compliance Program Management: - Direct the development or implementation of compliance-related policies and procedures throughout an organization. - Advise internal management on the implementation or operation of compliance programs. - Aid internal or external auditors in compliance reviews. - Monitor compliance systems to ensure their effectiveness. - Design or implement improvements in communication, monitoring, or enforcement of compliance standards. - Direct environmental programs, such as air or water compliance, aboveground or underground storage tanks, spill prevention or control, hazardous waste, or materials management, solid waste recycling, customer waste management, indoor air quality, integrated pest management, employee training, or disaster preparedness. - Provide employee training on compliance related topics, policies, or procedures. - Prepare management reports regarding compliance operations and progress. 3. Reporting and Documentation: - File appropriate compliance reports with regulatory ag encies. - Maintain documentation of compliance activities, such as applications and reports submitted, complaints received, or investigation outcomes. - Coordinate with the Rhombus Partners, LLC. accountant to collect, reconcile, and fi le taxes for each of Rhombus Partners, LLC’s entities. - Acts as a community advocate for Rhombus Partners, LLC. 4. Management and Administration: - Coordinates with administration to monitor Rhombus Partners LLC’s quality assurance program. - Participates in the development and periodic evaluation of policies and procedures and reviews the policies and procedures manual quarterly. - Ensures staff is professionally trained and informed with changes in policies and procedures. - Participates in disciplinary actions of the organization when app ropriate. 24 - Organizes, coordinates, and monitors the activities of the staff and ensures that the quality and appropriateness of services meets community standards. 5. Additional Duties as Required. Controller The Controller is responsible for ensuring complete and true records for Rhombus Partners, LLC.’s accounting, tax filing, payroll, and inventory management. The Control ler is responsible for auditing and reconciling all Accounts Receivable/Accounts Payable for Rhombus Partners, LLC.’s accounts. The Controller must file all reports and records with the state and other enforcing agencies using approved methods and a pre-determined schedule. Essential Duties Include 1. Book-keeping - Manages Rhombus Partners, LLC’s books, and accounts. - Reconciles all Rhombus Partners, LLC. accounts. - Collects receipts and applies the appropriate vendor and account through financial management software. - Reimburses Rhombus Partners, LLC. employees. 2. Budget Planning - Provides information on budgetary restrictions or opportunities avail able. - Adheres to budgetary guidelines. 3. Inventory Control - Oversees the proper and timely ordering and distribution of all products, merchandise, and office supplies to Rhombus Partners, LLC. locations. - Ensures inventory counts are being performed on -schedule with acceptable results and that the proper documentation is being executed and filed. Settles all inventory discrepancies and reports the resolution of such discrepancies. - Develops monthly summary of all inventory discrepancies and how the issues have b een resolved and/or mitigated. 4. Reports and Documentation - Maintains accurate records of all financial activities in accordance with state laws and regulations. - Maintains financial records for tax filing. - Coordinates with the Rhombus Partners, LLC. Accountant to file taxes. - Files appropriate compliance reports with regulatory agencies. - Maintains documentation of compliance activities, such as applications and reports submitted, complaints received, or investigation outcomes. - Coordinates with the Rhombus Partners, LLC. accountant to collect, reconcile, and file taxes for each of Rhombus Partners LLC’s entities. 5. Additional Duties as Required. HR Manager The Human Resources Manager is responsible for the administration and management of all human resource and compliance activities of Rhombus in accordance with all State laws, local laws and standards set by Rhombus. The Human Resources Manager provides support for all Rhombus employees, including human resource materials and records, acquisition and 25 termination materials and records, training materials and records, policy and procedure updates, and industry compliance updates. The Human Resources Manager is responsible for administrating and maintaining timely and accurate records of all human resource and compliance activities. Essential Duties Include 1. Human Resources Management - Responsible for the administration and management of all employee files, including acquisition, evaluation, maintenance, and termination. - Responsible for providing human resource materials to employees and submitting completed documentation to appropriate recipient. 2. Compliance Management - Ensures all licenses and permits for Rhombus Partners, LLC. Are current and in compliance with all state and local laws. - Administers all license and permit renewals in a timely fashion, ensures proper posting of all licenses and permits. - Ensures all documentation and reports are in good standing with the Secretary of State. - Serves as a resource for all employees concerning human resources, policies, and procedures, industry news and regulations. - Coordinates with the General Manager and Executive Management Team to ensure accurate information is communicated to all employees. 3. Record-Keeping and Documentation - Maintains accurate records of all Rhombus’s human resources and compliance activities in accordance with the Bureau of Cannabis Control and standards set by Rhombus Partners, LLC. - Additional Duties as Required. Security Director As Security Director, you will be responsible party for the est ablishment and execution of preventative security measures and procedur es, including but not limited to, the coordination of all Security SOPs across Rhombus cannabis facilities, as well as assisting with all health, safety and security vendors to enable a full picture of our operations and our ability to respond to security threats and information requests from regulatory agencies with speed and accuracy when necessary. The ideal candidate will have previous experience working in a highly regulated environment developing proactive security measures (i .e.: IP protection, chain of custody protocols, inventory shrinkage, etc.), such as the casino gaming, cannabis, tech, pharmaceutical, bio-tech, or analogous industries. You will oversee Facility Safety & Security, reporting to Ryan Davis, Sr. Director of Strategic Operations. Essential Duties Include - Develop security and safety operating procedures at Rhombus Partners, LLC facilities to ensure safety and security are consistently assessed and applied across Rhombus Partners, LLC locations. - Develop training plans for security personnel and maintenance of security training records. - Conduct ongoing security evaluations to ensure constant improvement and compliance. 26 - Monitor and authorize entrance and departure of employees, visitors, and other persons to guard against then and maintain security of premises. - Maintain, administrate, and monitor efficacy of preventative tools and resources including, but not limited to security cameras, alarm systems, access control systems and security service providers. - Develop policies to investigate and mitigate inventory. - Design and develop physical security measures and lead construction efforts for new and existing facilities. - Provide coaching and guidance to delivery specialists on the Code of Conduct, law enforcement interaction, delivery safety incidents and driver performance plan KPIs. - Help implement and maintain all health, safety, and security protocols in partnership with the Compliance, Operations and HR teams across all Rhombus facilities. Education Counselor – Cannabis Therapeutic Practitioner The Education Counselor must provide superior customer service and educational guid ance to registered patients and caregivers. The Education Counselor must maintain a thorough understanding of all cannabis varieties, derivatives, and infused products based on current offerings in the California market and current cannabis science. The Education Counselor must maintain a professional appearance, organized work environment and facility appearance. Essential Duties Include 1. Customer Service and Facility Upkeep - Greet customers and potential caregivers as they enter the dispensary. Provide orientations and tours for first time patrons. - Communicate with Sales Floor team to maintain cu stomer traffic flow, minimize wait times, and maximize sales and customer satisfaction. - Respond to and resolve patient requests, complaints, or compliments in person, through email and on the phone requesting supervisor support as needed. - Maintain organization of POS stations and sales floor through daily upkeep and light cleaning. - Maintain quality and appearance of product through organization and checking for defective mold, mildew, expiration dates or defective products. - Prepare and build customer online and pre-orders. 2. Cannabis Education and Guidance - Maintain knowledge of all medicine, products and services provided, as well as applicable state and local laws. - Educate customers and potential caregivers on medicating options and meth ods, strain information, effectiveness for specific ailments. - Provide educational materials and resources for customers and caregivers as needed. - Record specific requests, preferences and notifications for customers and caregivers using the inventory system (Digital Product Catalog). - Maintain awareness of customer input and suggest changes to improve service or product. 3. Process Transactions - Collect payments and process transactions after order verification is completed. 27 - Apply transaction amounts to each customer’s allocated amount in accordance with state and local laws. - Package products appropriately prior to handing to customers. - Provide receipt for each transaction. 4. Documentation - Ensure accurate information is recorded for all customer and careg iver registration, sales and preferences. - Communicate inventory levels with Dispensary Manager to maintain accurate menus and update menus as needed. - Coordinate with the General Manager as needed. 5. Additional Duties as Required. Dispensary Associate Rhombus Budtenders are responsible for performing sales and service functions for new and existing patients of the collective. This includes extensive product knowledge and understanding of cannabis science. You do not need to be a cannabis expe rt--we will train you! Empathy, compassion, customer service skills, and a willingness to learn are essential. Essential Duties Include - Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions. - Gather and process required patient documents and information, and perform detailed verification while maintaining client confidentiality. - Greet and establish rapport with customers-- get to know them and seek to understand their interest in cannabis. - Assist patients in identifying the medicines and methods of medication that best fit their individual needs. - Adhere to strict distribution processes and maintain a professional and safe environment for customers and coworkers. - Continue to enhance your knowledge of medical cannabis, and continually hone your ability to explain and recommend treatment procedures and product uses. - Unpack, sort, count and label merchandise as directed, including items requiring special handling or refrigeration. - Maintain cleanliness of station and facility. - Maintain the professional appearance of the collective by organizing merchandise on the sales floor, participating in basic store clean-up and developing efficiencies. - Perform clerical tasks including accurate filing, compiling, and maintaining inventory and records. Delivery Driver Delivery drivers will act as a liaison between the customer and the dispensary. Deliver Drivers will deliver pre-packaged orders from our dispensary in Fresno, CA to the customer’s private address, collect payment, and verify paperwork as appropriate. Drivers must be discreet, professional, tidy in appearance, and able to clearly communicate with a variety of different customer. Deliver Drivers will provide excellent customer service while abiding by policies, 28 procedures, and operational guidelines. Delivery Drivers will be knowledgeable about cannabis and provide exceptional attention to detail. Essential Duties Include - Loads, transports, and delivers items to clients in a safe, timely manner. - Adheres to assigned routes and follows time schedules - Abides by all transportation laws and maintains a safe driving record - Verify product deliveries against manifest/invoice to ensure accuracy - Communicate with Dispensary/Delivery Manager regarding daily deliveries. - Cleanliness of interior of the vehicle and notification of service - Secure storage of inventory - Verify proper paperwork, documentation, and ID for customers - Provide excellent customer service as well as maintain a professional, positive, and friendly attitude on the dispensary sales floor. - Facilitate cash handling, properly tendering out the custom ers. - Follow all store procedures, and state and local regulations. Inventory Control/METRC Manager The inventory Control Specialist will act as the gatekeeper for inventory flow, accuracy, PO receiving and reconciliation, cycle count assignment and execu tion. Will root cause and communicate/address variance, monitor stock levels, support trigger systems to ensure proper stock levels in conjunction with Procurement and Operations. Essential Duties Include: - Ensures stock accuracy within the inventory tracking system and maintains criti cal stock lists such that procurement can attain an uninterrupted supply of raw materials for production. - Uses system stock reports to analyze and determine critical stock levels for all production pipelines. - Monitors daily stock movements and ensures stock is properly moved in a safe and efficient manner. - Conducts cycle counts in accordance with protocols determined by the finance and operations departments and rectifies MRP stock levels, as necessary. - Receives POs, interacts with Quality team to ensure co mpliance to spec for products, sent out for testing. Collects COAs, SDS, etc. for freight. Sets and executes outbound shipments as needed. - Positive, solution-focused individual, displays humility, respect, compassion and cooperation and flexibility. - Responsible for cycle count program, and inventory counts. IT Manager The IT Manager is responsible for ensuring all systems, including inventory, sales, monitoring and accounting systems, are functional and used to record all requirements in real time. The IT Manager must complete set up and installation of all systems and provide user access to employee authorized by the General Manager and our Chief Operations Officer. The IT Manager 29 must address all system issues immediately by coordinating with the vendors, maintenance crews, and employees, as necessary. Essential Job Duties 1. System Installation: - Coordinate with vendors to acquire all required services, equipment, and components for - system installation - Oversee set up and installation - Issue system user access to employees based on job duties 2. Maintain Systems: - Maintain functionality of all IT systems - Verify functionality daily and address all system issues immediately - Coordinate maintenance as needed 3. Additional Duties as Required. Security Personnel Each Security Team Member reports to the Director of Security and is responsible for providing protection and leadership to ensure the security of our personnel, guests, products, and facilities. The Security Team Member will actively maintain and monitor the site, security systems and procedures, personnel, and of all activities required therein to create and promote a disciplined company culture of security awareness. Essential Duties Include: - Secure and protect staff, products, and facilities always. - Assist in maintaining a best in class security program including systems, processes, internal controls, and regular dashboard level reporting to senior management . - Maintain a regular log of reports by recording observations, information, incidents, and surveillance activities - Regularly monitor and maintain all company security and surveillance systems, policies and procedures - Keep Director of Security advised of the status of security affairs and of potential risks and concerns - Effectively manage and provide disciplined, intuitive leadership in potentially volatile situations or in the event of a crisis - Frequently patrol and inspect the property to identify and mitigate security issues - Monitor entrance/exit criteria and protocols for facility including issue badges for employees, visitors, contractors, and vendors - Train and review on a regular basis all security policies, protocols, and procedures to maintain a highly ready and prepared status - Maintain relationships and initiate calls for response when needed from local law enforcement and emergency agencies - Conduct or support investigations as necessary including interviewing witnesses, obtaining signatures, and providing incident reports to senior management - Work closely with Director of Security to educate all company personnel on security protocols and promote a heightened security awareness 30 - Assist in preventing losses and damage by reporting irregularities; informing violators of policy and procedures; coordinating with local law enforcement to respond to any security issue - Report for work on all assigned workdays and report on time with a positive attendance record - Act as a walking/standing guard. - Check in customers - Actively patrol and monitor the perimeter site and surrounding vicinity - Abide by all laws/policies from the Bureau of Security & Investigate Service in the State of California. - Must have current Guard Card. - Ability to identify criminal activity and log/report any such activities. - Report to the Security Director, any designated Manager, or Owner onsite . - Keep company information confidential 2.7. Labor Peace Agreement Partnership Rhombus is expected to hire 20+ employees to meet its operational needs. Each employee will be offered a full benefits package including health care , dental, vision insurance, vacation, paid holidays, paid sick days, paid volunteer days and medical leave. As Rhombus becomes profitable, it will offer 401k plans to help employees save for their retirement . If the market response shows signs of continued growth, Rhombus will provide a contribution match along with the employee 401k plans. Rhombus is currently seeking a partnership with a qualified labor union that understands the cannabis industry, its demographics, ethics, and regulatory framework. We want to be certain that we find the right union partner and maintain vigilant to avoid terms that go beyond the scope of the city and state requirements. Rhombus will finalize its Labor Peace Agreement with United Food and Commercial Workers Union at the time that our hiring process begins. Our organization will conduct virtual career fairs and hiring events in April 2021 to find qualified candidates that are local to the City of Fresno. Since its adoption into law in 2018, the Medicinal and Adult Use of Cannabis Regulation and Safety Act (MAUCRSA) has required cannabis licensees with 20 or more employees to provide a statement that the company will enter into, or demonstrate that is has already entered into, and abide by the terms of a Labor Peace Agreement. (Cal. Bus. & Prof. Code § 26015.5(a)(5)(A).) A labor peace agreement, as defined under California’s cannabis laws, must contain the following commitments, at a minimum: 1. Employer shall not “disrupt” efforts by the union to “communicate with, and attempt to organize and represent” the employer’s employees. 2. Employer shall give the union “access at reasonable times to areas in which the employees work, for the purpose of meeting with employees to discuss their righ t to representation, employment rights under state law, and terms and co nditions of employment. 3. Union and its members shall not engage in picketing, work stoppages, boycotts, and any other economic interference with the employer’s business. 31 Additionally, in accordance with Section 9 -3316 (b)(2) of the Fresno Municipal Code, Labor Peace Agreements. A commercial cannabis business or cannabis retail business with five (5) or more employees shall sign a labor peace agreement allowing employees to join or form a union without interference. At the time of application filing, or wit hin thirty (30) days of its fifth (5th) hire, the commercial cannabis business or cannabis retail business shall sign such labor peace agreement and provide a copy of the executed agreement to the City Manager or designee(s). Union shall mean a bona fide labor organization that is the recognized or certified exclusive bargaining representative of the employees of an employer. A labor organization is bona fide under this regulation if: 1. It represents employees in California as to wages, hours and working conditions. 2. Its officers have been elected by secret ballot or otherwise in a manner consistent with federal law. 3. It is free of domination or interference by any employer and has received no improper assistance or support from any employer. Rhombus understands that such agreements can help maintain a solid relationship with our labor force. An LPA might also help to alleviate work stoppages, picketing and boycotts. Rhombus will do whatever it takes to bolster employee retention and drive customer loyalty. During the years of prohibition, the cannabis industry experienced a lot of labor abuses. Today, as a legal indust ry, we have an opportunity to correct those mistakes. Rhombus will always make the effort to build social equity into our business model and thro ughout the industry. Minorities and women have often been marginalized in the cannabis industry. As proud owners of a cannabis retail operation , we can provide our equal employment opportunities to all people interested in becom ing the face of this burgeoning cannabis industry. As the industry continues to rapidly consolidate, our employees can be rest assured that their jobs are secure. Rhombus believes that our employees may find it exciting to be on the ground level of a nascent industry. Rhombus employees are guaranteed a safe, re spectful, progressive, and fun environment to work in. Equality matters to us. Rhombus will ensure that there is an equitable opportunity for people of color, women, veterans, and those from low income backgrounds. Rhombus also guarantees the most competit ive wages and benefits the local industry has to offer. 2.8 Workforce Plan Executive Summary The Rhombus Workforce Plan (WFP) was developed based on a format, guidelines, and requirements outlined by industry standards. The Workforce Plan represents a thorough analysis of Rhombus’s workforce data and the collective opinion of key agency senior leaders and staff persons within the organization. The WFP also represents the current challenges faced by our organization and the future challenges we anticipate facing that will have a direct impact on the operations of our agency. The challenges we will anticipate facing in the near future include possible additional budget 32 constraints, increased workload, rising costs, employee retention, and the transfer of institutional knowledge. Although these challenges will have some impact on the timeliness and le vel of series our organization provides, we do not believe they will keep our organizations from accomplishing its overall mission. More specifically, the Rhombus Workforce Plan provides us with: - A framework for making staffing decisions linked to depart ment mission, goals, and objectives - A means of aligning fiscal, technological, and human resources to meet department needs - A tool to use when analyzing and presenting agency budget and resource needs Traditional strategic processes used within the WFP i nclude assessing projected workloads, analyzing associate workforce data, creating a workforce plan that supports a changing environment. Additionally, the WFP provides a high-level overview of the information containing stakeholders, strategic drivers, supply and demand analysis, gap analysis, solution formation and implementation, and monitoring and evaluation. To reduce the risk of not meeting our strategi plan, goals, and objectives, Rhombus has developed a workforce plan of action that includes the f ollowing efforts: exit interviews, cross training, employee development, annual classification reviews, workforce data reporting, and the increased use of technology to speed-up document processing. Rhombus is confident that our WFP directly addresses our current approach to workforce structuring and any challenges that may arise in the foreseeable future. Supply Analysis The supply analysis or staffing assessment involves an analysis of Rhombus’s start up labor supply. The supply model is used to analyze our organization as it c urrently exists, defining the supply of labor and skill sets that are vital to Rhombus’s success. This analysis will encompass: - The current workforce demographic - Assessment of workforce alignment with current business strategy - Number of employees and their skills at each organizational level - Attrition rates and the effect on Rhombus’s ability to deliver services - Current distribution of employee years of service - Overall workforce retirement eligibility in (x) years - Workforce retirement eligibility in (x) years for leadership, hard-to-fill positions - Plans (if applicable) to fill behind employees who have left the organization; recruitment sources, internal/external hires, etc.) - Cost of replacing talent internally vs. externally Demand Analysis Rhombus’s demand model will be used to forecast the organization’s future workforce composition. This analysis will take into consideration a broad range of business -related issues, 33 including new product lines, competitive forc es, expansion/constriction in regional and state marketplaces, and anticipated workforce availability within geographic boundaries, among other issues. Internal and external factors will be considered in the demand analysis. Analyses of internal demand influences may focus on the following questions: - Will the current workforce, with minimal retraining, have the skill sets necessary to perform new duties with regards to a new product line, customer education training, or expansion model? - Will our current employees remain loyal to the organization if it has anticipated changes in mind? Analyses of external demand influences may consider the following questions: - Is labor readily available that possesses the skills and abilities needed to properly address the evolution of our organization? - What external pressures will change demand for goods and services that may challenge internal business decisions and, thus, workforce planning needs to sustain operations? The future composition of the workforce must also be analyzed. This aspect of the demand analysis will cover: - How many employees will be necessary to achieve business plan goals and objectives - What skills and competencies will be required for the new business? - Determining the composition of the availab le workforce population - What will Rhombus need to do to attract prospective employees? - What will Rhombus need to do to attract and retain a diverse group of employees? Additionally, demand analysis will allow Rhombus to: - Plan or strategy to measure workload within the organization (include units of measurement) - Project the amount of work anticipated per year, based on our strategic plan - Determine any anticipated workload changes due to efficiency gains, program changes, or other circumstances. Gap Analysis Gap analysis is a part of the WFP process that compares the supply model with the demand model to identify gaps between the composition of the current workforce and future workforce needs. Rhombus’s workforce planning director will categorize a var iety of future scenarios and then select the future that is most likely to occur, with contingency planning for alternative future outcomes. The WFP director will identify the additional number of employees needed who have the requisite skill sets, as well as the employees who will no longer be needed for specific tasks due to their limited skill sets. 34 Additionally, Gap Analysis will cover: - Defining the gaps between workforce supply and workload demand - Identification of what gaps are most critical consid ering the strategic goals of the organization - Prioritization of gaps in terms of what to address first, second, third, etc. - Identification of which gaps are most difficult and easiest to close - Identification of which gaps have more of an effect on organizational performance Solution Formulation and Implementation Solution analysis involves the development of strategies to close the gaps identified in the previous step. Approaches for meeting future workplace demands may include recruiting, training, and retraining, using contingent staff, or outsourcing. The approaches selected will be dependent on whether Rhombus will need to expand, contract, restructure or rely on contingent staff to meet new workplace demands. When external staff is required to meet workforce expansion due to demands of new product lines, education training, or expanded production of sales or service offerings, or new geographic areas to be served, external recruitment may be a logical strategy to address gaps. When possible, Rhombus’s Human Resources professionals wi ll choose employee development that builds on current intellectual capital, retains our corporate culture, and motivates, and stimulates our workforce. As skill sets become obsolete due to new technology, new services, additional product lines or other com petitive forces, Rhombus will focus on updating the skills and capabilities of our internal employees as a critical workforce planning strategy. Training, retraining, and development will include classroom training, on -the-job training, e-learning, webinars, and job aids. Solution Formulation and Implementation analysis will: - Identify any existing workforce intervention strategies - Identify any applicable strategies other organizations used when faced with similar issues - Highlight the most critical gaps to address - Assess if the solutions need a multi-pronged approach - Identify any factors that might impede the success of the strategy set in place Monitoring and Evaluation The Monitoring and evaluation plan helps Rhombus to ensure that there is a robust system in place to evaluate the success of Workforce Plan strategies. The M&E plan includes: - Describing how workforce solutions will be monitored and how progress will be measured - Identifying any factors critical to the success of workforce planning a nd implementation efforts 35 - Describes how revisions to the set strategies will be implemented. Identifying any changes in the internal or external business environment that would cause the pan to need revision - Describe Rhombus’s established processes to collect relevant workforce data and trends for this plan Succession Planning Succession planning will be used by Rhombus to identify and prepare suitable employees to fill key positions when current employees leave their jobs. Our effective workforce plannin g process will include a review of key leadership and business-critical roles and will identify key incumbents able to progress into these newly available roles. Having a succession plan in place will ensure a smooth continuation of business when our key staff members leave due to retirement, resignations, or transfers within our organization as Rhombus continues to grow. The succession plan will focus mainly on executive-level positions; however, Rhombus intends on selecting successors for positions throughout the entire organization. We believe this can help foster employee commitment because it demonstrates to employees that Rhombus supports their development and internal growth. Diversity Policies and Affirmative Action Plan Introduction Currently, it is estimated that less than 15% of the growing cannabis industry is owned and/or operated by diverse individuals or groups. Rhombus is committed to being employees of change and seeks to ensure that we can help diversify the cannabis industry to better reflect our multicultural society. Diversity is an undenia ble, crucial element in the intellectual and social development of our company. American communities continue to change, and demographics are steadily becoming more diverse. Everyone brings something unique to the table and we all benefit when different groups are represented. To achieve a successful business that contributes to the local community while also managing to serve the multicultural groups within that community, a commitm ent to diversity is required. Rhombus is committed to creating an inclusive, respectful, and safe community that will actively confront and challenge racism, sexism, heterosexism, religious bigotry, and other forms of harassment and discrimination. In fact , the Bureau of Cannabis Control/Consumer Affairs is making social equity a priority in the development of the cannabis law. Purpose Rhombus is fully committed to our diversity goals to: Foster and Promote Teamwork, Understanding, and Respect Workplace respect is typically largely based on respect for a co-worker’s skill and ability at their job regardless of race, ethnicity, gender, or sexual orientation. Mutual respect fosters teamwork, cooperation, and respect - which are all essential when creating a workforce that highly values productivity, performance and the quality of its products or services. Rhombus seeks to foster diversity with respect to the Principals, Operators, Financial Backers and Employees of the 36 organization. In addition, the company has an official affirmative action plan for the organization that strives for internal diversity goals that aim to ensure that the diversity of the company is reflective of the larger society and seeks to address the lack of diversity in the cann abis industry. (See Affirmative Action Plan in the following section). Employ a More Qualified & Creative Workforce Recruiting from a diverse pool of candidates means a more qualified workforce. Companies have a better likelihood of hiring the best and brightest when they recruit new hires from a diverse group of applicants. In this increasingly competitive economy, pooling from the largest and most diverse set of candidates is necessary to succeed. Similarly, diversity fosters a workforce that is more creative and innovative. Bringing together workers with different qualifications, backgrounds, and experiences are all key to effective problem -solving on the job. Of 321 large global enterprises companies with at least $500 million in annual revenue survey ed in a Forbes study in 2011, 85 percent agreed or strongly agreed that diversity is crucial to fostering innovation in the workplace. Build a Successful Business By employing a diverse group, Rhombus can better understand, communicate with, and provide for clients, which in turn, allows the employee to better serve our team. Additionally, a diverse workforce can capture a greater share of the consumer market. By bringing together individuals from different backgrounds and experiences, businesses can more effectively market to a diverse group of consumers. Studies show diversifying the workplace helps businesses increase their market share. Challenge Societal Stereotypes and Develop Under-Represented Communities The cannabis industry is built on the disproven stereotypes created by a 75+ year prohibition. Rhombus intends on continuing to shatter stereotypes and misconceptions by hiring individuals from a diverse array of backgrounds. By employing a workforce of individuals from diverse backgrounds and cultural groups, Rhombus is supporting communities that are often underrepresented, especially in the cannabis industry. Rhombus also seeks to invest in and spur economic development in the very communities that have been ravaged by the war on drugs as a result of the illegalization of cannabis by investing in creating resources to provide jobs, training, and education to individuals in those communities. Help Set an Example for our Industry A diverse environment with equal opportunities for all individuals to flourish and succeed sets an example for other businesses to follow. Rhombus seeks to better the entire community in which it operates and to improve the cannabis industry as a whole. Rhombus’s Diversity Statement We Recognize... • The similarities and differences we share as a Company, community and a nation and recognize how those qualities contribute to our success. We celebrate and embrace the differences that every individual brings and value their unique contributions to society and to our Company. 37 • The indelible value of all who work and patronize the Company, regardless of race, ethnicity, creed, cultural background, sexual orientation, or other affiliation is essential to our business. • That our corporate culture and success is enhanced by and benefits heavily from a wealth of varying perspectives that everyone contributes. We Strive... • To prioritize diversity when recruiting, hiring, and promoting our workforce to best serve our diverse community. • To create a Rhombus community which appreciates and respects all persons as vital to our successful operation and growth. • To cultivate and maintain an attitude of open and honest acceptance amongst our Company community members and to strive to positively impact the communities in which we operate our business. Objectives An inclusive and well thought out Diversity Plan is an important part of the health of the Company. It details the Rhombus views on diversity, lists a set of challenges the Company will face to foster diversity and action ideas and items to meet those chal lenges successfully. Rhombus will form a Diversity Advisory Committee to oversee the implementation of the Diversity Plan. The cornerstone of our diversity policies is respect - respect for oneself and respect for others. It includes awareness of other people's privacy, their differences, as well as being considerate of different viewpoints, philosophies, physical abilities, beliefs, and personalities. Respect also means a person must focus on the needs of others and make sure to consider their personal impact on the situation. It requires a person be intentional in their c ommunications and understand that conflicts may occur in the workplace. One must appreciate the value of the diverse opinions of others and is expected to manage their reaction and respon se in an appropriate manner. Fresno County Snapshot This information is intended to provide reference to the diversity seen in our region of California’s Central Valley. Fresno County: The racial makeup of Fresno County as of 2018 was: • 76.7% White • 53.5% Hispanic and Latino • 5.8% Black • 11% Asian • 0.3% Native American and Alaska Native • 3.2% were two or more races (Source: US Census Bureau) County-wide: • 50.1% women 38 • 49.9% men • 21% Foreign Born Persons • 44.3% of residents are bilingual • 74.7% of those 25+ have a high school degree • 20.1% of those 25+ have a bachelor’s degree or higher • 21.1% of persons in poverty Fresno County Businesses All firms, 2012: 59,569 Men-owned firms, 2012: 30,341- 59% Women-owned firms, 2012: 22,727 - 31% Minority-owned firms, 2012: 30,912- 14% Non-minority-owned firms, 2012: 26,343 - 86% Veteran-Owned firms, 2012: 4,556 Nonveteran-Owned firms, 2012: 51,998 Single Parents – U.S. Census Male Householder, with no married partner, with own children under 18 years: 2,662,944 - 24% Female Householder, with no married partner, with own children under 18 years: 8,431,335 - 76% U.S. Citizenship Foreign-born population: 41,056,885 Naturalized U.S. citizen: 18,800,048 - 46% Not a U.S. citizen: 22,256,837 - 54% Source: https://www.census.gov/quickfacts/fresnocountycalifornia Plan Structure Our Diversity Plan is divided into four quadrants including: 1. Strategy and Achievable Goals 2. Company Community Composition 3. Education and Development 4. Culture and Climate Simply intending to begin recruiting a more diverse workforce without attending to all other aspects of workplace diversity (such as culture and climate, company community composition, staff education and development and overall practices and policies) can result in difficulties for traditionally underrepresented employees and will minimize the potential positive outcomes that a truly diverse environment can bring to all involved. Rhombus a lso seeks to positively impact the community and provide opportunities for those in underserved communities to benefit from the economic impact of the legal cannabis industry. Responsibilities of Management Rhombus will adapt its Affirmative Action Progra m (AAP) structure using the U.S. Department of Labor’s guidance for small businesses. The COO and their designees are responsible for the 39 management of the company’s AAP with oversight by the CEO. The COO has the responsibility for designing and ensuring the effective implementation of our AAP. These responsibilities include, but are not limited to, the following: 1. Developing Equal Employment Opportunity (EEO) policy statements, affirmative action programs and internal and external communication procedures. 2. Assisting in the identification of AAP/EEO problem areas. 3. Assisting management in arriving at effective solutions to AAP/EEO problems . 4. Designing and implementing an internal audit and reporting system that: a. Measures the effectiveness of the program. b. Determines the degree to which AAP goals and objectives are met; and c. Identifies the need for remedial action . Keeping the CEO informed of equal opportunity progress and reporting potential problem areas within the company through quarterly reports. 6. Reviewing the company’s AAP for qualified minorities and women with all managers and supervisors at all levels to ensure that the policy is understood and is followed in all personnel activities. 7. Auditing the contents of the company’s bulletin board/intranet to ensure compliance information is posted and up to date; and 8. Serving as liaison between the company and enforcement agencies. Responsibilities of Managers and Supervisors It is the responsibility of all managerial and supervisory staff to implement the company’s AAP. These responsibilities include, but are not limited to: 1. Assisting in the identification of problem areas, formulating solutions, and establishing departmental goals and objectives when ne cessary. 2. Reviewing the qualifications of all applic ants and employees to ensure qualified individuals are treated in a nondiscriminatory manner when hiring, promotion, transfer, and termination actions occur; and 3. Reviewing the job performance of each employee to assess whether personnel actions are justified based on the employee’s performance of his or her duties and responsibilities. Action-Oriented Programs The COO may at any time institute action programs to eliminate identified areas and to help achieve specific affirmative action goals. The Diversity Advisory Committee (DAC) shall implement any new programs and communicate them throughout the company. These programs include: 1. Conducting annual analyses of job descriptions to ensure they accura tely reflect job functions. 2. Reviewing job descriptions by department and job title using job performance criteria . 3. Making job needs available to recruiting sources, in addition to providing job descriptions to all members of internal management involved in the recruiting, screening, selection, and promotion processes. 4. Evaluating the total selection process to ensure freedom from bias through : 40 a. Reviewing job applications and other pre -employment forms to ensure information requested is job-related. b. Evaluating selection methods that may have a disparate impact to ensure that they are job- related and consistent with business necessity. c. Training personnel and management staff on proper interview techniques; an d d. Training in EEO for management and supervisory staff 5. Using techniques to improve recruitment and increase the flow of minority and female applicants. The company presently undertakes the following actions: a. Include the phrase "Equal Opportunity/Affirmative Action Employer" in all printed employment advertisements. b. Place help wanted advertisement, when appropriate, in local minority news media and women's interest media. c. Disseminate information on job opportunities to organizations representi ng minorities, women and employment development agencies when job opportunities occur . d. Encourage all employees to refer qualified applicants . e. Actively recruit at secondary schools, junior colleges, colleges, and universities with predominantly minority or female enrollments. f. Request employment agencies to refer qualified minorities and women. g. Hiring a statistical consultant to help the company perform a self -audit of its compensation practices; and h. Ensuring that all employees are given equal opportunity for promotion. This is achieved by: • Posting promotional opportunities • Offering counseling to assist employees in identifying promotional opportunities, training, and educational programs to enhance promotions and opportunities for job rotation or transfer; and • Evaluating job requirements for promotion. Rhombus’s Strategies and Goals Goal: Creating and maintaining an inclusive, respectful, and safe community. Our community will actively confront and challenge racism, sexism, heterosexism, religious bigotry, and other forms of discrimination. Action Item 1: Create an inclusive workforce environment where employees are empowered to express their opinions, ideas, and perspectives. Rhombus will have a zero-tolerance policy for any form of racism, sexism, or any other form of discrimination. Action Item 2: Incentivize and reward employees when they exemplify and reflect the respectful and inclusive culture that Rhombus seeks to foster. This is most effective when the praise is given immediately. When an employee receives admiration for championing our diversity efforts, they are more likely to repeat that behavior and encourage others to be diversity champions. Rewards and recognition also create a feeling of enthusiasm and pride f or their efforts and emphasize the value our company places on diversity. 41 Goal: Hold Ourselves Accountable Action Item 1: Company will create a Diversity Advisory Committee (DAC). The DAC will host monthly meetings to discuss and recommend policies, practices, and strategies for increasing respect for differences and fostering intergroup dialogue. The DAC should mirror the ideal diversity within the organization. The Committee should be comprised of individuals of different gender identities, age groups, job roles, and/or other dimensions of diversity. The DAC may include individuals with diversity experti se who do not work for committee is required to include at least one member of the C level staff. Action Item 2: Employees will receive diversity education training to ensure that they understand the importance of diversity as part of our mission and visio n and the role that diversity plays in driving business results. The training will also be focused on increasing the employees’ cultural sensitivity to diverse groups and enhance their emotional/social intelligence in connection with conducting business wi th diverse groups. Action Item 3: Regular surveys will be conducted to solicit feedback from employees regarding our diversity efforts and community outreach initiatives. Once all data is collected and analyzed, the workforce will be alerted about the results and the plan of action based on the survey’s findings. Employees will also have access to a process to anonymously share ideas or conce rns they may have regarding issues related to diversity. Employees may be reluctant to express their opinions and voice concerns on employee surveys if they do not believe their participation matters or contributes to the future business strategy. Action Item 4: Evaluate the effectiveness of diversity efforts via its affirmative action plan as it relates to recruitment, retention, and development of diverse employees. Rhombus will continuously monitor its efforts by regularly evaluating its progress towards meeting its internal diversity goals. The Human Resources Manager will track and report diversity goal indicators, such as number of recruitment events, new applications, new hires, promotions, terminations, and retirements. Sometimes good intentions do not translate to action. By analyzing factual data, and not simply good intentions, Rhombus is able to pinpoint concrete details regarding diversity practices and make changes when necessary. Company Community Composition Goal: Develop and implement hiring guidelines to encourage diversity. Ensure that age, cultural identity, gender identity or expression, racial and et hnic identity, physical and mental ability, political or ideological perspectives, religious and spiritual identity, sexual orientation and/or social and economic status are not a consideration when recruiting or employing the Company’s workforce. Action Item 1: State explicitly in any published materials and job ads that Rhombus welcomes applications from members of underrepresented or minority groups and that the Company does not discriminate on the basis of race, sex, sexual orientation, religion, disab ilities etc. While discrimination based on the previously mentioned qualifiers is illegal, Rhombus seeks to proactively discourage discrimination and promote its diversity policy. Action Item 2: Work with a local career placement agency that focuses on wor kforce development and specializes in placing applicants from under -represented communities. Rhombus will partner with a local workforce development organization to tailor curriculum that 42 will train individuals from underrepresented communities for careers in the medical cannabis industry at wages that are substantially above minimum wage and with advancement potential. Additionally, Rhombus will connect with local college career placement departments and other organizations to offer internships, externships, and full and part time opportunities with Rhombus. Action Item 3: Partner with an organization that has as its focus the empowerment of underserved and underrepresented communities. Create alliances with organizations, host events, and/or provide education, programming, services, and other positive benefits to underserved communities. For example, Rhombus will partner with or host itself, job fairs and educational seminars/workshops related to careers and education regarding the cannabis industry. Rhombu s may host or sponsor expungement clinics for individuals with cannabis related offenses to clear their records and provide informational resources to assist them to seek careers in the industry. Goal: Encourage Courteous and Proactive Leadership Action Item 1: Diversity must start at the top of an organization. It is crucial for diversity initiatives to be successful in the workplace that management leads our diversity efforts. At least 3 hours a week, each week, one C level employee must be present to w ork in the facility. This task must be performed by the entire C level staff throughout the year, not relegated to one member to absorb every single week, for example – the CEO. Face time on site helps to build respect, trust and relationships among floor level employees and executives while giving upper management valuable insight into how to better accomplish their own goals and objectives. Action Item 2: On a weekly basis supervisory staff is expected to check in with each individual employee, one on one. Management will converse meaningfully with each employee about their previous workweek in terms of personal and professional satisfaction and gauge if a longer conversation is warranted. This action creates an environment where every employee feels valued and respected and knows that they have an avenue to share their experience, background and perspective. Goal: Ensure wage equality amongst diverse employees. Action Item 1: Regularly conduct labor market surveys to ensure that Rhombus is paying wages that are competitive within the industry. Make employee salaries and hourly wages transparent. Employees will not know each other’s specific pay, but Human Resources will disclose the median salary for each type of job. Ensure that individuals are compensat ed equally and fairly for the same job regardless of race or gender. Action Item 2: Conduct regular performance reviews with employees to discuss their contribution to Rhombus. Keep an open line of honest communication with workforce and explain to employees the factors that impact their compensation. Transparent communications regarding compensation can have a dramatic impact on both satisfaction and retention. Managers will be trained in their Train the Trainer programs on how to deliver critical conversa tions with employees and how to address concerns employees may raise. 43 Education Goal: Educate Staff Regularly on the Topics of Diversity and Inclusion. Action Item 1: Ensure that all employees experience a variety of multicultural perspectives in training and in the workplace. Encourage the development of voluntary affinity groups within our team. An affinity group is a voluntary association of employees that come tog ether to discuss and address issues specific to that group. For example, employees may c reate a women’s group or veterans’ group. Develop and host bi-annual employee appreciation and diversity education events for employees, taking cultural sensitivities i nto account when planning food choices, event activities, date of event, etc. These events are intended to expand and enhance employee understanding and respect for themselves, each other, and the concept of diversity. Action Item 2: Our monthly intranet communications will include at least two stories that fall under the umbrella of diversity and/or inclusion. Culture and Climate Company culture and climate is characterized by the current attitudes, behaviors and standards of employees and clients concerning the level of respect for individual needs, abilities, and potential. Company climate is a key factor in recruitment, satisfaction, productivity, and retention. Goal: Maintain a close connection between supervisory staff and individual employees. Action Item 1: Implement a buddy/mentor program for new hires and more veteran employees. The buddy/mentor program allows for peer support and, assists new hires by giving them a resource to help them navigate within the organization as they enter and become a part of the Rhombus culture. Action Item 2: Create a volunteer program wherein employees volunteer as a group for local organization in need in the name of Rhombus. The Company can adopt an organization and focus all its efforts in that direction, or the Company may support as many organizations as it finds manageable. Volunteer possibilities include, but are not limited to, soup kitchens, homeless shelters, food depositories, nursing homes, community gardens, etc. All employees who have worked at the company for one year are eligible to receive paid time off fo r volunteer work. Goal: Obtain consistent and honest feedback about our diversity efforts from employees and clients. Action Item 1: Encourage employee feedback via an Open -Door Policy. Open Door Policies in business allow a free flow of information exchange between supervisor and floor level employee. An Open-Door Policy promotes candor and transparency that allows Rhombus to focus on the real issues that impact the business environment and processes. Action Item 2: Routinely assess the company culture a nd climate to understand how the Company is perceived and experienced by employees and clients. The Diversity Advisory Committee works in collaboration with the Chief Executive Officer to address issues that emerge. The Committee will utilize a Best Practi ces approach to identify any gaps that exist relative to our diversity efforts. 44 Action Item 3: Create an employee survey, to be completed regularly. Implementation Schedule Weekly 1. On rotation, one C Level staff member must complete 3 hours on the ground with staff employees and in our operations. 2. Supervisory staff must “check-in” with each employee and document that they have done so. Monthly 1. Rhombus’s Human Resources department staff produces intranet content heavily focused on diversity. 2. On a rotating basis, department employees are regularly provided with a survey on company diversity efforts (example provided below) and one employee are rewarded for participating via random giveaway. Bi-Monthly 1. The Diversity Advisory Committee convenes to discuss: a. Recent events regarding Rhombus’ diversity efforts, b. How to better meet the Company's diversity goals, c. How to create educational opportunities and awareness of diversity and inclusion, and d. Improving employee engagement rates among other associated topics. 2. Update Employee Median Salary Report, accessible online. Annually 1. Annual Diversity Audit to be completed by the Diversity Advisory Committee. 2. Presentation of the Annual Diversity Audit findings to the exec utive management team. Complaint Policy Any customer, employee or job applicant who believes that he/she has been discriminated against on the basis of race, color, religion, sex, national origin, age, disability, sexual orientation, etc. are encouraged, within 45 calendar days of the alleged discriminatory act, to initiate the complaint investigation process through the DAC. Upon completion of the investigation the CEO will initiate the appropriate action in accordance with its applicable policies and in compliance with the law. Annual Diversity/AAP Audit Rhombus believes accountability is critical in achieving our desired diversity results. Each year the Diversity Advisory Committee (DAC) will meet and perform an in -depth audit of our diversity efforts and AAP performance. The DAC will be led by the CEO and managed by our Outreach Manager. The DAC will be comprised of third -party advisors, management and staff level employees, and representatives from our community partners. The collected information from the current and previous year will be shared with the DAC to identify strengths and shortcomings regarding our diversity goals. Audit findings will then be presented by the DAC to the company’s executive management team. Internal Audit and Reporting System The COO has the responsibility for developing and preparing the formal documents of the AAP. The CEO is responsible for the effective implementation of the AAP; however, responsibility is 45 likewise vested with each department manager and su pervisor. The company’s audit and reporting system is designed to: - Measure the effectiveness of the AAP/EEO program. - Document personnel activities. - Identify problem areas where remedial action is needed; and - Determine the degree to which our AAP goals a nd objectives have been obtained. The following personnel activities are reviewed to ensure non-discrimination and equal employment opportunity for all individuals without regard to their race, color, sex, sexual orientation, gender identity, religion, or national origin: - Recruitment, advertising, and job application procedures’ - Hiring, promotion, upgrading, award of tenure, layoff, recall from layoff. - Rates of pay and any other forms of compensation including fringe benefits. - Job assignments, job classifications, job descriptions, and seniority lists. - Sick leave, leave of absence, or any other leave. - Training, apprenticeships, attendance at professional meetings and conferences; and - Any other term, condition, or privilege of employment. The following documents are maintained as a component of the internal audi t process: 1. An applicant flow log showing the name, race, sex, date of application, job title, interview status and the action taken for all individuals applying for job opportunit ies. 2. Summary data of external job offers and hires, promotions, resignatio ns, terminations, and layoffs by job group and by sex and minority group identification. 3. Summary data of applicant flow by identifying, at least, total applicants, total minority applicants, and total female applicants for each position. 4. Maintenance of employment applications (not to exceed one year); and 5. Records pertaining to our compensation system. The audit system includes a quarterly report documenting our efforts to achieve EEO/AAP responsibilities. Managers and supervisors are asked to report an y current or foreseeable EEP problem areas and are asked to outline their suggestions/recommendations for solutions. If problem areas arise, the manager or supervisor is to report problem areas immediately to the COO. During quarterly reporting, the following occurs: 1. The COO will discuss any problems relating to significant rejection rations, EEO charges, etc., with the CEO. 2. The COO will report the status of AAP goals and objectives to the CEO. The COO and DAC will recommend remedial actions for t he effective implementation of the AAP. 46 AAP Reporting Organizational Display Rhombus Partners, LLC., adapted its AAP structure using the U.S. Department of Labor’s guidance for small businesses. The COO is responsible for the management of the company ’s AAP with oversight by the CEO. The COO will always maintain a current organization display to ensure our goals are clear and accessible to all hiring managers. The display must indicate the following: - The name of the unit and the job title, race, and gender of the unit supervisor. - The total number of male (M) and female (F) incumbents and the total number of male and female incumbents in each of the following groups: Black (B), American Indians (AI), Asians (A), Hispanics (H), and Whites (WO) other than Hispanics. - The organizational display shows each department, the race/sex of the supervisor(s) and employees within each department, and how all the departments relate to each other. Contractors and professional service firms with third -party certification of disadvantaged status (DBE). *See Organizational Table Examples for AAP Reporting Below 47 Table 1. Rhombus Workforce Analysis Across Critical Occupations Including Demographic and Background Characteristics Workforce Analysis Job Title Wage/Rate Job Group Total Employees M F Vet/Service Disabled White Black Asian/Pi American Indian/AN Hispanic CEO Salary 1 - Executive COO Salary 1 - Executive Education Director/CMO Salary 1 - Executive Security Director Salary 1 - Manager General/Dispensary Manager Salary 1 - Manager Human Resources Manager Salary 1- Manager Inventory Control/METRC Manager Salary 1 - Manager Dispensary Associates Salary 1 - Staff Security Personnel Salary 1 - Staff General Counsel Salary 1 - Contract Community/Public Relations Salary 1 - Staff Patient Education Coordinator Salary 1 - Contract Compliance Officer Salary 1 - Staff IT Specialist Salary 1- Staff Marketing Executive Salary 1- Contract CPA Salary 1 - Contract 48 Table 2. Rhombus Job Group Analysis Outlining Combined Job Titles and their Corresponding Job Groups Listing of Job Titles Search for Digit Census Codes for City of Fresno Job Titles Job Group EEO-1 Category Six Level SOC Job Code Four - Digit Census Code Exec/Senior Offs & Mgrs. CEO, COO, CFO, CCO 1 Chief Executives General and Operations Mgrs. Outreach Dir, Security Dir, Dispensary Mgr., Inventory Mgr., Outreach Mgr., QA Assurance Mgr., HR Mgr. 2 General and Operations Managers Dispensary Employees 3 Dispensary Technicians Security Personnel 3 Security Guards Operators 4 Business Operations Specialists, All Other General Counsel 4 Lawyers Professional Services CPA 4 Financial Specialists, All Other Professional Services Community/Public Relations, Consumer Education, Marketing Executive 4 Public Relations Specialists Professional Services Regulatory Affairs 4 Compliance Officers 49 Table 3. Rhombus Workforce Analysis for Placement of Incumbents in Job Groups Placement of Incumbents in Job Groups Job Group Total # of Incumbents # of Females Female Incumbency # of Minorities Minority Incumbency % 1 2 3 4 Table 4. Rhombus Workforce Analysis for Determining Applicant Availability Determining Availability Job Groups 1-4 Raw Statistics Value Weight Weighted Statistics Source of Statistics Reason for Weighting Minority/Female Minority/Female 1. Percentage of minorities or women with requisite skills in the reasonable recruitment area. (Fresno) TBD 50% TBD TBD TBD 2. Percentage of minorities or women among those promotable, transferable, and trainable within the contractor's organization. (Fresno) TBD 0% TBD TBD TBD Totals TBD 100% TBD TBD TBD 50 Table 5. Rhombus Workforce Analysis Comparing Incumbency to Availability & Establishment of Placement Goals Comparing Incumbency to Availability and Establishing Placement Goals Job Group Female Incumbency % Female Availability % Establish Goal? Yes/No If Yes, Goal for Females Minority Incumbency % Minority Availability % Establish Goal? Yes/No If Yes, Goal for Minorities 1 2 3 4 Table 6. Rhombus Workforce Analysis Job Group Data Collection: Job Group 1 - Officials and Managers example Category: Officials and Managers Job Group: 1 External Hires External Applicants Promotions - Into Job Group Promotions - Within Job Group Gender Male/Female Male/Female Male/Female Male/Female Category: Officials and Managers Job Group: 1 American Indian/Alaskan Native As a Pacific Islander Black/African American Hispanic Race Missing or Unknown Veteran/Service-Disabled Veteran White Total 51 Table 7. Rhombus Workforce Analysis Job Group Data Collection: Job Group 1 – Officials and Managers example cont’d Table 8. Rhombus Applicant Flow Log Support Data: Applicant Flow Log Name Race/Ethnicity Sex Sex Date of Application Job Title Interview (Yes/No) Action (Hired/Not Hired) Table 9. Rhombus Placement Rate Table Job Group Orientation Goal Placement Rate (%) Actual Placement Rate (%) Analysis of Good Faith Efforts Minority Female Minority Female Minority Female Minority Female Category: Officials and Managers Job Group: 1 Voluntary Terminations & Retirements Involuntary Terminations Layoffs Recalls Male/Female Male/Female Male/Female Male/Female White Black/African American Asian/Pacific Islander American Indian/Alaskan Native Hispanic Race Missing or Unknown Total (count each person once only) 52 2.8.1. Making a Commitment to Hire Local Staff Ensuring that local workers have employment opportunities with the cannabis businesses that are operating within their communities is a core element of economic development that Rhombus will provide to the residents of Fresno. Our intention is to hire staff that is made up of more than 90% city residents from all different backgrounds. Diversity does not exist without inclusion. We must respect and appreciate everyone’s ability to succeed in life. Whether folks are low to moderate income, dealing with cannabis convictions, veterans, raised in foster care, unemployed, or receiving public assistance; there is an equal opportunity of employment with Rhombus Partners, LLC. When people feel included, they feel a sense of belonging that can drive performance in life. We are positioning ourselves to make a lasting impact by expanding our role as a thought -leader in the community, ensuring increased, reliable revenue streams, developing, and diversifying our team, and scaling infrastructure to support local growth. Rhombus is extremely fortunate enough to be able to offer employment to candidates that need support with expanding their career goals in cannabis or just re-entering the working class with a solid foundation tha t is compassionate, prosperous, and sustainable. Our team will work in conjunction with Chrysalis and Workforce Connection, to provide career training, education, and mentorship. Rhombus aims to help people who suffer from previous cannabis convictions, poverty, and homelessness. Chrysalis is a nonprofit organization dedicated to creating a pathway to self -sufficiency for homeless, low-income, and previously incarcerated individuals by providing the resources and support needed to find and retain employment. We believe that a steady job is a key step in a person’s transition out of poverty and onto a pathway to sustainability. Chrysalis’ core employment services are designed to meet clients where they are and support them during every phase of their self-directed job search. Since 1984, Chrysalis has served more than 71,000 low - income and homeless individuals, carrying out the vision of changing lives through emplo yment. Rhombus strongly believes in empowering our community members through offering opportunities of employment that provide a living wage, education and training, and a pathway forward in the newly founded cannabis industry. Our team at Rhombus, can help simplify the job search process by having our volunteers provide aid in tasks such as applying and interviewing for cannabis specific employ ment. We envision a community in which everyone has an opportunity to work and thrive in our industry. The number of individuals who secure employment in the cannabis industry by the end of 2021 will grow rapidly by organizations like ours increasing job numbers for newly licensed operations, through continued growth of a Direct Hire program, and through our community expansion plans. It is expected that up to 1,000 jobs will be created in the first year of our fully operational industry within the city. As we begin to invest in the establishment of our local cannabis industry, building and strengthening community partnerships is key to the success of our program. It is our turn to create expansion opportunities, and invest in human resources and infrastructure to increase community impact and change lives for the better. 53 2.8.2. Making a Commitment to Funding Cannabis Industry Apprenticeship Programs California’s Adult-Use Cannabis Market became officially licensed in 2018. In February of 2018 Business Insider reported an expected market size of $24.5 billion by 2021. From a workforce perspective that translated to about 211,000 full-time jobs. The overall economy supports near 150 million jobs. When taking into consideration that the cannabis industry has been functioning as a legal market for 3 years, this puts our industry on track to be one of the largest industr ies in the nation. At this exponential level of growth, Rhombus Partners is taking action to ensure jobs are created with generational wealth in mind. In recognizing our value, we can quantify the skills of new and existing employees. It is estimated that a total of 147,000 apprentices join the workforce in America each year. Apprentices receive practical on-the-job training in a wide variety of occupations and industries, with the cannabis industry becoming the center of interest. Cannabis Apprentices will receive hands-on training resulting in improved skills and competencies, as well as the potential to earn college credit toward an associate’s or bachelor’s degree. Once an apprenticeship is complete, workers begin their journey into a successful long -term career with a competitive salary, and little or no educational debt. When an apprentice graduates from a career training program, the student earns a certified credential accepted by industries and employers across the U.S. Rhombus Partners, LLC., is inclined to help fund, resource, and manage a locally based Cannabis Apprenticeship Program that is an accredited, educational program designed to enhance and develop future cannabis workers. The intent of the program will be to take entry- level employees and new career applicants, and provide a hybrid of education, training, and paid work experience of (TBD) hours. Upon completion of all courses and requirements apprentices will obtain journey level status. The program will deliver innovative and fundamen tal training for the development of cannabis career leaders. Curriculum will cover many courses that represent each industry sector. This opportunity allows apprentices to network with fellow apprentices, industry leaders, educators, and advocates. The cou rses will prepare everyone for career development, performance optimization, business, risk, and safety while working in the cannabis industry. The course of studies will be designed for individuals who are currently employed within the cannabis industry, and for new entrants considering a career upgrade into the widely expanding and diverse cannabis culture. Anyone over the age of 21 years old, who has interest in a cannabis career will be eligible to participate in the Cannabis Apprenticeship Program. P articipants must enroll in apprenticeship courses and be able to work within the cannabis industry to fulfill apprenticeship requirements. Benefits of a Cannabis Apprenticeship Program - Customized training that meets industry standards, tailored to the specific needs of businesses, resulting in highly skilled employees. 54 - Increased knowledge transferred through on-the-job learning from an experienced mentor, combined with education courses to support work-based learning. - Over 91% of apprentices that complete an apprenticeship are still employed nine months later. - Creating a safer workplace that may reduce worker compensation costs, due to the program’s emphasis on safety training. - Creating a stable and reliable pipeline of qualified workers. - Creating a systematic approach to training that ensures employees are trained and certified to produce the highest skill levels required for the occupation. 2.8.3. Commitment to Paying a Living Wage Refer to Section 2.1 of the Social Policy & Local Enterprise Pla n “Describe whether the Commercial Cannabis Business is committed to offering employees a Living Wage.” 2.9 Social Equity Business Incubator The U.S. “War on Drugs” is a decades-long policy of racial and class suppression hidden behind cannabis criminality which has resulted in the arrest, interdiction, and incarceration of a high percentage of Americans of color. The legal cannabis industry represents a great opportunity to help balance the detrimental effects caused by the war on drugs by creating an equal opportunity for all people to benefit from this changing legal landscape. Rhombus is owned and operated by people of color and who have suffered from cannabis-related convictions. We understand that social equity requires the absence of legally enf orced social class or caste boundaries and the absence of discrimination motivated by an inalienable part of a person’s identity. For example, sex, gender, race, age, sexual orientation, origin, income or property, language, religion, convictions, opinions, health, or disability must not result in unequal treatment under the law and should not reduce opportunities unjustifiably. Our executive team understands that heavy regulation, high cost of entry, and information gaps have hindered monitories from entering the industry as entrepreneurs, owners, employees, and patients and consumers. Removing barriers to entry is a key step to embracing all communities that can increase cannabis industry growth, contribute to economic development, and display the positive impacts of cannabis medicine for all people within our society. As business owners we seek to diversify our workforce and relationships to build an equal opportunity cannabis industry within the City of Fresno. We wholeheartedly promote cannabis business ownership, employment, and success for individuals and teams from communities disproportionately impacted by the enforcement of outdated marijuana laws. The main purpose of an incubator, like the Social Equity Program for the City of Fresno, is to help start-ups to grow and succeed. They represent a collaborative effort in which people can help each other to solve problems associated with launching a new business by providing workspace, seed capital, mentorship, education, and training. Social equality is a state of affairs in which all people within a specific society or isolated group have the same status and opportunities to achieve civil rights, 55 freedom of speech, property rights, equal access to social goods and services, and a chance to thrive economically. Our executive team will sign appropriate business agreements with local organizations that best represent the intricate and diverse social tapestry that is America. With the growing challenges and regulations that make it difficult to enter the c annabis market as a business owner, Rhombus is ready to take action and help provide guidance, teamwork, and resources to assist our social equity partners with reaching long-term success. Our corporate social justice efforts are an ongoing commitment to achieve a vision of justice and equity in partnership with our local stakeholders. As one of our continued efforts, Rhombus will provide funding, resources, and leadership support to organizing a Cannabis Chambe r of Commerce for the Central Valley region, that is a non-profit trade association whose purpose is to function as a chamber of commerce for the greater cannabis industry. The chamber of commerce is a new paradigm that imagines a healthier and mutually beneficial relationship between organizations and the communities they interact with. We are actions are driven by the growing desire of socially responsible consumers and employees of companies, especially socially conscious and forward-thinking business owners, to do better. Companies have an opportunity to rise to the occasion and leverage their influence to build equal opportunity for all — including themselves. The organization will be comprised of regional chapters led by top licensed operators and leading cannabis industry professionals with dive rse backgrounds. Our strategic focus will be to promote equitable growth among a united group of retailers, manufactures, cultivators, distributors, and ancillary services that can offer valued business opportunities for our community members. Together, we will build compliant B2B activities where we create a shared value network that supports our industry stakeholders who may experience challenges with procuring products and resources necessary for long-term success. Rhombus will strive to meet our fundamental goal of positively impacting professional, political, medical, and scientific aspects of our industry. Rhombus is compelled to partner with an organization(s) that shares the same mastermind principles including Social Equity, Shared Value, Ethical Conduct, and Integrity. The types of businesses we are interested in incubating are: 1. Cultivation 2. Manufacturing 3. Distribution 4. Retail The types of incubation we feel most effective for supporting Equitable Business Development are: 1. Offering shelf space for locally produced goods 2. Mentorship and education training 3. Technical support 4. Financial services assistance through our investment arm December 4, 2020 City of Fresno Office of the Mayor and City Manager Office of Cannabis Oversight 2600 Fresno Street Fresno, California 93721 Supplemental Submittal Requirement For Commercial Cannabis Business Application. To whom it may concern, Within one year of receiving a commercial cannabis business permit, Rhombus Partners, LLC will hire one manager and one employee that will complete a Cal-OSHA industry outreach course offered by a training provider that is authorized by an OSHA Training Institute Education Center, required by the California Business and Professions Code, section 26051.5., and the Fresno Municipal Code 9-3316(c). Cal/OSHA 30-Hour General Industry Outreach Course Specifications: The cannabis industry refers to any activities and professionals that are involved directly or in a supportive role to the legal production, transport, sale and use of medical marijuana or consumption, recreational marijuana and hemp; as well as all products derived from them. OTC 114-Cal/OSHA 30-Hour General Industry covers Cal/OSHA requirements as they apply to general industry and incorporates cannabis industry specific safety awareness to help in recognizing and reducing the risks of job site hazards. This course emphasizes hazard identification, avoidance, control, and prevention, and is intended for supervisors or workers who have some safety responsibility. Upon successful completion of this course, participants will receive a 30-Hour Cal/OSHA General Industry Outreach course completion card. Thank you, Frank Voelz, President/CEO Rhombus Partners, LLC 1461 N Blackstone Ave. Fresno, CA 93703 11455 E Ashlan Ave. Sanger, CA 93657 (707) 845-6044 / rhombuspartners@gmail December 4, 2020 City of Fresno Office of the Mayor and City Manager Office of Cannabis Oversight 2600 Fresno Street Fresno, California 93721 I Frank Voelz under the authority of Rhombus Partners, LLC, declare under penalty of perjury that the all information contained in the Fresno Commercial Cannabis Business Application is true and correct. I understand that the subsequent finding of false information shall be grounds for denial or revocation of the commercial cannabis business permit and that a denial or revocation on these grounds shall not be appealable in accordance with FMC 9-3319(d). Further, I certify that I am qualified and authorized to file this statement letter. Executed on 12/04/2020. Thank you, Frank Voelz President/CEO Rhombus Partners, LLC 1461 N Blackstone Ave. Fresno, CA 93703 11455 E Ashlan Ave. Sanger, CA 93657 (707) 845-6044 / rhombuspartners@gmail