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HomeMy WebLinkAboutC-20-82 Fresno Farms RedactedApplicant (Entity) Information Application Type Proposed Location Commercial Cannabis Business Permit Application C-20-82 Submitted On: Dec 04, 2020 Applicant Kirill Merkulov 303-521-0533 Applicant (Entity) Name: Yuma Way CA LLC DBA: Fresno Farms Physical Address:City: Valley Village State: CA Zip Code: 91607 Primary Contact Same as Above? Yes Primary Contact Name: Kirill Merkulov Primary Contact Title: CFO Primary Contact Phone: 303-521-0533 Primary Contact Email:HAS ANY INDIVIDUAL IN THIS APPLICATION APPLIED FOR ANY OTHER CANNABIS PERMIT IN THE CITY OF FRESNO?: Yes 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 Both 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: XJ PROPERTIES LLC Proposed Location Address: 966 N Fulton St City: Fresno State: CA Zip Code: 93728 Property Owner Phone: 559-322-2005 Property Owner Email: misty@mastropm.com Assessor's Parcel Number (APN): 45211510 Proposed Location Square Footage: Supporting Information Application Certification Owner Information 1008 List all fictitious business names the applicant is operating under including the address where each business is located: Releaf on Vine, currently not in operation but in progress in the City of Oxnard, CA. 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: City of Oxnard, CA 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 CFO 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. Owner Name: Margarita Owner Title: Tsalyuk Business Name: Fresno Farms Application #: C-20-82 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 - Master's Degree or Higher Reported: Score 8 8 8 Experience: (among ownership team, select one at highest level) Regulated Cannabis Retail Ownership Experience CA 13 13 -Cannabis exp is in Colorado Regulated Cannabis Retail Experience CA (management level or below): Score 10 10 - Other Retail Business Experience Reported, More than 5 years: or 8 8 8 Colorado cannabis retail Other Retail Business Experience Reported, Less than 5 Years: Score 5 5 - 1.1 Sub-Total:30 23 Construction Cost Estimate: Construction Cost Estimate Provided: Score 8 8 6 4 8 Detailed construction estimate Construction Contingency Factor Included: Score 6 6 6 All Labor, Trades, Materials, Supplies and Permits and other Cost Factors Identified: Score 6 6 4 2 6 Detailed construction estimate Reference Data Provided for Unit Cost Factors: Score 5 5 3 1 3 Based on market rates in Fresno area and experience Operation and Maintenance Cost Estimates: Operation and Maintenance Cost Estimate Provided: Score 8 8 6 4 8 Has 1 year proforma with startup costs broken down along with explanations for each catagory All Labor, Trades, Materials, Supplies, Utilities, and other Cost Factors Identified: Score 6 6 4 2 6 Annual Cost Escalators for Operating Costs Provided: Score 6 6 4 2 0 Not included Reference Data Provided for Unit Cost Factors: Score 5 5 3 1 3 Based on California state data 1.2 Sub-Total:50 40 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 Certified Audited Financial Report Provided for one or more Owners: Score 5 5 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 detail/yearly totals Total Gross Revenue Estimates Provided:3 3 3 Total Gross Revenue by Product Type (flower and manufactured) Identified:3 3 3 Total Personnel Costs Provided:5 5 4 3 4 Has some breakdown and info on positions/benefits 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 2 Annual Net Revenue Identified:3 3 0 Not included Annual Cost Escalators Identified:4 4 3 2 2 Few costs shown as escalating, no explanations Annual Estimated Sales Tax Payments to State Provided:2 2 0 Not included Annual Estimated Sale Tax Payments to City of Fresno Provided:5 5 0 Not included 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 35 Hours of Operation Provided: Score 5 5 5 8am to 10pm, seven days a week 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 unspecified Opening and Closing Procedures Provided: Score 10 10 8 6 8 Says open at 8 but bottom of page 20 says open to customers at 6:00AM. 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 16 1.6.1 Fully describe the day-to-day operations if your applying for a retail permit: 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: Offers employee retirement plan 2 2 0 Offers company match for employee retirement plan 2 2 0 2.2 Sub-Total:50 19 CCB Provides Tuition Reimbursement for Certificates: Score 3 3 0 No tuition reimbursement described CCB Provides Tuition Reimbursement for associate degrees: Score 3 3 0 CCB Provides Tuition Reimbursement for bachelor's degrees: Score 3 3 0 CCB Provides Tuition Reimbursement for master's degrees: Score 3 3 0 CCB Provides Tuition Reimbursement for Specialized Commercial Cannabis Business Operations Training: Score 3 3 0 CCB Offers General Training for Health and Safety, Workplace Environment, Customer Service, etc. 5 5 4 3 5 2.3 Sub-Total:20 5 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 pg 22 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 6 Commits to FMC targets but does not set additional targets 2.4 Sub-Total:50 46 Owners Number of Owners:3 Number of Owners that live within the City of Fresno:0 Number of Owners that live in the County of Fresno:0 Number of Owners that Own a Business in the City of Fresno:0 51%+ ownership interest percent of the Owners live or own a business in the City: Score 80 80 0 No local owners 51%+ ownership interest percent of the Owners live or own a business in the County: Score 40 40 0 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 0 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: Criteria Narrative: 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) 100 percent of the Managers live or own a business in the City: Score 20 20 0 States all management will reside within 30 minutes from proposed location. 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 2.5 Sub-Total:80 0 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 UFCW 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 "Path to Success" Commitment paying for continuing education provided 10 10 8 6 10 required courses and 4 paid "elective" courses 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 yes Shelf Space: Score 40% Legal Assistance: Score yes Finance Services Assistance: Score yes Other Technical Assistance: Score purchasing, marketing, real estate 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 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 2 Total:400 265 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 5 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 26 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 30 Needs more detail 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 30 CCB has identified sensitive receptors to nuisance odors in vicinity of business operations: Score 5 5 5 CCB has prepared a nuisance odor control plan: Score 10 10 8 6 10 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 CCB will install a nuisance odor monitoring system: Score 10 10 10 Criteria Narrative: 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) 3.3 Sub-Total:40 40 CCB has identified the potential sources of nuisance odors for the business operation: Score 10 10 8 6 8 Needs more detail Scoring Guidance: full points for detailed proactive plan. Dock points for vagueness or reactive plans. 3.4 Sub-Total:10 8 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 10 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 10 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 10 3.7 Sub-Total:50 50 Section 3 Total:300 204 SECTION 4: SAFETY PLAN 300 Points Possible for Section 4 Safety Plan Prepared by Consultant: Score 10 10 10 Safey Plan Assessed by Consultant: Score (if prepared by, also give points for assessed by)10 10 10 Safety Plan Prepared for CCB Address (specific proposed location): Score 10 10 5 not specific Safety Plan includes Site Plan of Premise: 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) 3.4 Identify potential sources of odor. (10 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: Safety Plan includes Building Layout Plan: Score 10 10 10 4.1 Sub-Total:50 45 Written Accident/Incident Procedure Provided: Score 20 20 15 10 20 Procedures Address Multiple Accident/Incident Scenarios: Score 10 10 8 6 0 no scenarios Total Number of Scenarios Described: Score 0 Active Shooter Incident Described: Score 10 10 0 not mentioned 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 20 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 not mentioned 4.5 Sub-Total:100 40 Section 4 Total:300 205 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 0 No site plan attached 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: 4.4 Location of fire extinguishers and other fire suppression equipment. (50 points possible) Criteria Narrative: Data-write response in Evaluation Notes Column Security Plan includes Building Layout Plan: Score 10 10 10 5.1 Sub-Total:50 40 Premises (Security) Diagram Provided: Score 20 20 15 10 20 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 5 Number and Location of All Security Cameras Identified: Score 5 5 5 5.2 Sub-Total:50 50 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 20 Dual-Custody is Practiced for all cash handling: Score 10 10 0 No mention of dual custody 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 0 No mention of frequency Onsite Vault Provided to Secure Cash Prior to Bank Deposit: Score 20 20 20 5.4 Sub-Total:100 70 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) 5.3 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: 5.2 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. Criteria Narrative: 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 10 Onsite security guards will be on duty after CCB closes for business: Score 10 10 10 5.5 Sub-Total:50 40 Section 5 Total:300 250 Section 1: Business Plan Total Points:300 242 Section 2: Social Policy & Local Enterprise Total Points:400 265 Section 3: Neighborhood Compatibility Total Points:300 204 Section 4: Safety Plan Total Points:300 205 Section 5: Security Plan Total Points:300 250 Total Points Achieved:1600 1166 72.88% TOTAL SCORE 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. Criteria Narrative: 5.5.3 Locations at which they will be positioned. 5.5.4 Guards' roles and responsibilities. Appendix A Qualification of Owners Yuma Way CA LLC Commercial Cannabis Business Application City of Fresno December 2, 2020 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 1 A1. Qualification of owners. Yuma’s Management Team delivers 172 combined years of experience in highly-regulated industries. Yuma Way LLC opened its first dispensary in 2016 and grew exponentially over the next four years. In that time, our affiliate company opened an additional four (5) dispensaries, two (2) cultivation facilities, and a licensed Cannabis Social Consumption Establishment. The owners established operations that allow for rigorous compliance, rapid expansion, and transparency with proven success. We hold twenty-two (22) active cannabis licenses in the state of Colorado. This covers our business activities across five (5) local municipalities - Denver, Glendale, Longmont, Commerce City, and unincorporated Adams County. We were also recently awarded a dispensary license in Michigan, and just opened a new store at Bay City - CannaBay. We are proud of the fact that in ​all our years in cannabis operations - retail, cultivation processing, and consumption - we have had no disciplinary action(s) taken against any of our facilities​. Retail Locations:​ ​Below is additional information regarding Yuma Way LLC retail locations throughout Colorado: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 2 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 3 Twin Peaks Dispensary 900 S. Hover Street #A Longmont, CO twinpeaksdispensary.com Twin Peaks Dispensary is our largest retail facility and is located in the Twin Peaks Mall in the city of Longmont, CO. This location serves both recreational marijuana consumers as well as medical marijuana patients. Cherry Peak Dispensary 4601 E Mississippi Ave Glendale, CO cherrypeakco.com Cherry Peak Dispensary is a conveniently-located neighborhood dispensary, with separate entrances for recreational customers and medical marijuana patients. In accordance with local municipal law, it is open until midnight. 1136 Yuma Dispensary CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 4 1136 Yuma Way Ct​. Denver, CO 80204 1136yuma.com 1136 Yuma is our first dispensary. The location is visible from the interstate highway (I-25) and is conveniently located next to The Coffee Joint, our social consumption establishment. Berkeley Dispensary 5398 Sheridan Blvd Arvada, CO berkeleydispensaryco.com Berkeley’s Dispensary location is highly accessible and visible. It is conveniently located in Berkeley Village Center on Sheridan Boulevard between I-70 and I-76 highways. C​anna City Dispensary 7150 Eudora Drive Commerce City, CO cannacitydispensary.com Opened in January 2020, Canna City is our latest addition. It is visible and accessible from a major highway (85) via a frontage road, has ample parking, a newly-designed interior, and has already earned outstanding rankings on social media sites. In addition to our retail stores, Yuma also owns and operates the nation’s first licensed cannabis social consumption establishment. Located next door to our 1136 Yuma location, ​The Coffee Joint​ provides a casual, social atmosphere where customers can compliantly consume cannabis as well as other non-cannabis food and beverages. More information is available at thecoffeejointco.com Customer Satisfaction Ratings:​ ​Like any business in our current economic and social climate, the importance of high customer satisfaction ratings cannot be understated. In addition, our affiliate company, Yuma Way LLC, with valuable feedback on each of their establishments which is addressed and incorporated in real-time with management, assists other potential customers when deciding where to obtain their cannabis product(s). Review sites also provide us with a valuable means of communication with our customers. By addressing suggestions, concerns, and feedback that is provided allows our leadership team to refine our business in an iterative manner. It provides us with the opportunity to craft educational sessions and an environment that is conducive to excellent patient and caregiver experiences and thus, repeat business. While we begin planning operations through the necessary regulatory and business opportunity lenses, we also consider the experience we wish to craft for our patients and caregivers as well as our neighborhood and community partners. We design our facilities with the care, comfort, and CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 5 safety of our customers and partners at the forefront and train our employees to provide concierge-level support and service. Our Recipe for Success:​ ​Throughout our various locations, Yuma serves over 1,500 patients and customers daily and approximately 50,000 per month. Yuma’s owners and management have the required expertise needed to operate successfully in highly-regulated and challenging environments like the city of Fresno, California where we will be able to provide customers with safe and dignified access to the product they need. It is our mission to facilitate residents of all backgrounds in receiving medical cannabis treatment for qualifying conditions by providing quality medical-grade cannabis products and services in a secure and compliant manner at affordable prices. Our ongoing success is due, in large part, to our active focus on community engagement. We meet with neighborhood groups, host educational town halls for community members, sponsor local events, and provide outreach to universities and proactively collaborate with doctors nationwide. Our CEO and co-owner, Rita Tsalyuk, has made regular appearances on television and radio, as well as being quoted in multiple articles about Yuma Way LLC and specifically, The Coffee Joint operations. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 6 Yuma Way LLC establishments have consistently received the highest rankings on Google™ and industry-wide social media platforms Weedmaps, Leafly©, and PotGuide.com® and more. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 7 Additional information about us is available via the following media outlets: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 8 In the Media:​ Yuma Way LLC and The Coffee Joint have been featured in local and national news programs, radio broadcasts, podcasts, as well as numerous print publications. As a result, our dispensaries have quickly grown into highly-trafficked establishments. The Coffee Joint has become the go-to spot for consumption and education. Westword Magazine: “A Historic Toke at The Coffee Joint, Denver’s First Licensed Pot Lounge” Ganjapreneur: “Denver Regulators Approve First Social-Use Business License” Leafbuyer: “Nation’s First Cannabis Social Club Opens in Denver!” CPR: “Go Inside the First and Only Cannabis Club in Denver with a Social Consumption License” 5280 Magazine: “Denver Approves First Social Cannabis Consumption License” Sprudge: “You Can Consume Cannabis Legally at The Coffee Joint in Denver” Denver 9 News: “Coffee Joint May Become Colorado’s First Marijuana Use Business” The Cannabist: “Coffee Shop Wants to be Denver’s First Marijuana Club” These are just a sample of the press materials Yuma Way LLC has received for its various social and industry initiatives. Much more information is available online; resources are available upon request. Banking Relationships: ​While the cannabis industry has made significant strides in growth in the past 20+ years since California’s approval of medical cannabis in 1996, federal regulations have continued to present fiscal challenges to the industry at large. More than thirty (30) states have passed cannabis reform, however, it is still banned under federal law. This discrepancy between federal and state laws has perpetuated compliance challenges as banking institutions try to limit their exposure and risk by restricting or outright denying cannabis industry customers. Despite this, Yuma Way LLC has been able to develop banking relationships with Verus Bank of Commerce and GW Jones Bank. Verus Bank of Commerce opened in June 2005 and is the only locally-owned bank based in Ft. Collins, Colorado while GW Jones Exchange Bank is based in Marcellus, Michigan and was established by George Washington Jones in 1877. These community banking institutions provide a full suite of services and enable us to offer various payment options to our customers including debit and credit card processing, on-site ATMs, and electronic transfers. This also allows us to process vendor transaction payments electronically. As much as we have worked to move towards electronic payments, retail businesses do still have cash currency logistics to consider. Yuma Way LLC currently utilizes Empyreal Logistics armed services for currency transport and bank delivery services. The Applicant intends to utilize Empyreal at the Fresno facility. Empyreal armored trucks are operated by highly-trained, armed security personnel and are monitored in real-time via their operations centers to ensure asset protection. Conservative estimates for the legal-use cannabis industry overall (medical and recreational) show double-digit growth rates since its inception. In 2019, legal cannabis sales added over $13B CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 9 The Denver Post: “Denver Initiative 300”; “Regulators Push for Social Equity” Denver CBS 4: “Marijuana Consumption will be Allowed at New Gaming Lounge in Denver” CannabisRadio.com: “​One of the Nation’s First Legal Marijuana Clubs” The Washington Times: “Proposal for Denver’s First Marijuana Club Takes Early Steps” MSN: “As Massachusetts Debates Marijuana Cafes, Colorado’s Burgeoning Scene Offers Insights” to the U.S. economy, and Yuma Way LLC is proud to contribute to state and local revenue in the locations in which we operate. Regulatory Relationships:​ ​Our management team has significant experience in highly-regulated industries. As such, the following federal, state, and municipal agencies provide oversight to the licensed activities in which we have engaged: In addition to our leadership’s familiarity and comfort with strict compliance in a rapidly-evolving regulatory environment, we actively engage in working sessions to help shape the industry. We lead by example, initiating and facilitating discussions with state and city representatives and community organizations, to find mutually-beneficial solutions to complex industry challenges. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 10 Operating Experience:​ Yuma Way LLC’s core mission is to advocate for responsible consumption, grow cannabis awareness, and promote research and education in the cannabis industry. The company continually strives to advance the reputation of the marijuana industry by working with industry partners and stakeholders, accredited universities and research institutions, governmental agencies, regulators, and vendors. The heavily-regulated multi-billion dollar Colorado cannabis industry is one that is constantly evolving and is not for the faint of heart. New testing and regulatory requirements put less sophisticated operators out of business, and yet the ownership and management team of Yuma Way LLC has not only adapted to these changes but has managed to become industry leaders; partnering with state and local governments to develop enhanced regulations and best practices by participating in workgroups and study sessions. Yuma Way LLC has developed a series of comprehensive Standard Operating Procedures (“SOPs”) which have been adapted to every local jurisdiction in which Yuma Way LLC has a presence. The company has developed enhanced compliance processes for its employees via daily, weekly, and monthly annual reports and internal surveys. Yuma Way LLC has also created educational material for both employees and patrons. We firmly believe that our company is only as good as its employees – the most valuable asset we possess. We develop, implement, and maintain a comprehensive set of employee training materials and procedures. The company utilizes several educational venues to ensure the most up-to-date information, including research, product, policy, and regulations, are relayed to employees in a timely manner. We allocate up to 40% of our initial employment wages budget to employee training, which is considerably more than the industry average. Social Equity Work: ​At the time that cannabis legislation was passed in Colorado, the regulations stipulated that “a person is prohibited from being licensed if the person discharged a sentence for a felony within 5 years of applying for licensure or discharged a drug felony conviction within 10 years of applying for licensure.” This strictly-written regulation disproportionately affected many who would have otherwise sought a license. As such, the State of Colorado has recently enacted Senate Bill 19-224 Sunset Regulated Marijuana which changes these requirements effective January 1, 2020, to “...a person is prohibited from licensure if the person was convicted of a felony within 3 years of applying for licensure or is currently serving a sentence for a felony or a deferred judgment or sentence. This newly-enacted regulation is a step in the right direction and the owners of Yuma Way LLC have been at the forefront of these discussions with state regulators, industry stakeholders, and those who have been disproportionately impacted. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 11 We started this important work with the establishment of The Coffee Joint in 2017. The Coffee Joint is a forum where any adult who can legally purchase cannabis may come to consume it in a highly-regulated, safe, and controlled environment. Until The Coffee Joint opened, medical cannabis patients in Colorado were faced with the conundrum of having the ability to purchase medical cannabis but having no public forum in which they could legally take their medicine. Thus, if a patient were forbidden from consuming cannabis products at home via covenants and restrictions of their landlords or homeowner’s administration, there would be no place for them to administer their medication in accordance with the law. In January 2020, The Coffee Joint hosted the first Social Equity Forum in Denver. It was attended by the social equity leaders, media, industry leaders, and the Denver Department of Excise and Licenses as well as city residents. We began a dialogue about how industry, agencies, and those who have been disproportionately impacted by the initial regulations could partner to offer solutions to elevate the entire industry. We plan to continue the discussion with regular and ongoing events. This forum will have a direct contribution to the city and state’s long-term plans to support a highly-successful social equity program ensuring that these opportunities will become available to a broader population. Community Neighborhood Associations: ​Yuma’s affiliate - Yuma Way LLC - leadership (Rita Tsalyuk - CEO, Kirill Merkulov - CFO) established close partnerships with local municipalities and neighborhood organizations in Colorado where our presence is most ingrained. In a letter provided by Kendra Black, the Councilwoman for the City of Denver’s District 4, she notes “...I worked closely with Rita and the community upon the opening of The Coffee Joint. Rita has been a good neighbor and friend of the community, a fair employer, and has worked hard with the city to uphold all laws and regulations. They sponsor local artists and businesses, as well as cannabis science and research projects. They provide educational and research space and have participated in marijuana research at Colorado State University. Rita and Kirill promote safe consumption and consumer education.” ​A full version of the letter is available upon request. Members of our corporate leadership team are on the board of the La Alma-Lincoln Park Neighborhood Association (LA-LPNA). Their stated mission “envisions a vibrant community with social constructs that promote healthy families, celebrates the cultural diversity and history of its residents, and supports a sound and balanced local business economy.” In a quote from the President of the LA-LPNA, Amanda Hardin, “They have proactively addressed common community concerns, such as staff training and protocols for security, mitigation of marijuana-related DUI and prevention of underage use of marijuana. Having enhanced security and lighting, both establishments contributed to the safety of the local area. The Coffee Joint CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 12 participates in cannabis research, education, and hosting various events. They have also engaged directly with our board members, who toured their facilities and fully supported their operations.” ​A full version of the letter is available upon request. RadioChicago:​ ​“Yuma Way LLC is and its founders are big believers in helping veterans to fight PTSD symptoms with cannabis and fight the country’s growing problem of opioid addictions. Yuma Way LLC was on the air because they care.” ​A full version of this letter is available upon request. Research Efforts:​ ​In addition to our deep community philanthropic efforts, we also encourage and support cannabis research. In a letter provided by Bradley T. Connor, Ph.D. and Mark Prince, Ph.D., two Associate Professors at Colorado State University, who have collaborated with The Coffee Joint and Yuma Way LLC noted “We have collaborated to collect data at these locations. We have interacted with management and staff over 8 different data collection events and always found those interactions to be useful and professional. The focus of our research was on the link between cannabis use, cannabis potency, and health outcomes. Yuma Way and The Coffee Joint supported the study by providing space, developing advertising as well as soliciting participant participation.” ​A full version of this letter is available upon request. Professional References Tryfon "Tripp" Hristopoulos, CPA: ​“Yuma Way LLC and 1130 Yuma, LLC maintain comprehensive accounting and financial reporting systems, with a set of protocols, policies, and procedures which communicate with the regulatory compliance and human resource elements of the business. Their seed-to-sale tracking software is very well developed and has been field - audited multiple times by regulatory agencies that oversee Colorado's cannabis industry. In addition, the companies have been committed to professional leadership teams, including fully staffed finance and human resources departments as well as internal quality control teams that are continuously working with all departments within the organizations to ensure safety, best practices, and compliance with all regulations that govern this growing dynamic industry.” ​A full version of this letter is available upon request. GEN1 Protection LLC:​ “We’ve had a contract with Yuma Way LLC for several years, and are certain of the highest ethical and business values the company instills. Yuma Way has shown itself to be a responsible operator that employs women, minorities, and veterans, and takes pride in the contracting minority- and veteran-owned companies.” -Ben Garrett, Veteran Owner. ​A full version of this letter is available upon request. Verus Bank of Commerce: ​“Yuma Way LLC, Kirill Merkulov, and Margarita Tsalyuk have been customers of the Bank since 2016. They have always handled their marijuana-related business account, other business accounts, and commercial loans as agreed and are currently in CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 13 Good Standing with the Bank. I would recommend them as Business owners/Operators in your State.” -Jason Paiz, Vice President ​A full version of this letter is available upon request. Yuma is dedicated to creating opportunities and connections and enhancing the quality of life in the communities in which it operates. We have a tried and true recipe for success which includes pre-license outreach, social equity commitment, partnership with local non-profits, and patronage of local businesses. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 14 Table of Contents 1. Business Plan 2 1.1. Owner Qualifications. Resumes.2 1.2. A budget for construction, operation, and maintenance, compensation of employees, equipment costs, utility cost, and other operation costs.9 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.16 1.4. 3-year pro forma for three years of operation.16 1.5. Fully describe hours of operation and opening and closing procedures.20 1.6. Fully describe the day-to-day operations for each license type being sought.22 1.6.1. Day-to-day procedures for a retail permit.23 i. Customer check-in procedures 23 ii. Location and procedures for receiving deliveries during business hours 23 iii. Identify the name of the Point-of-Sale system to be used and the number of Point-of-Sale locations 24 iv. Estimated number of customers to be served per hour/day 26 v. Proposed product line and estimate the percentage of sales of flower and manufactured products 27 (a) Product handling procedures 33 vi. Describe delivery service procedures, number of vehicles and product security during transportation 34 1.6.2. Cash handling procedures.37 1.6.3. Inventory control procedures including identification point-of-sales and track and trace software.38 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 1 1. Business Plan Yuma Way CA LLC (“Yuma”) - through its co-founders from Colorado, possesses robust experience and knowledge in the recreational and medicinal cannabis markets. Our Colorado-based sister company - Yuma Way LLC - is owned and managed by Kirill Merkulov, Rita Tsalyuk, and Igor Tsalyuk. Jessica Reuven serves as a regulatory and compliance advisor to the company. The company overview provided in attached Appendix B. 1.1. Owner Qualifications. Resumes. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 2 RITA TSALYUK Chief Executive Officer (CEO) CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 4 KIRILL MERKULOV Chief Financial Officer (CFO) – ‘99 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 6 ​JESSICA REUVEN, ESQ Chief Compliance Officer (CCO) 1.2. A budget for construction, operation, and maintenance, compensation of employees, equipment costs, utility cost, and other operation costs. Mobilization and Ramp-Up:​ ​A Mobilization and Ramp-Up Budget includes tenant improvements and build-out with additional details shown below. The property provided by the landlord is offered in substantially core-and-shell state. The budget covers all aspects of the Mobilization Phase which include physical buildout as well the following overhead costs and expenses: start-up and licensing, real estate costs, employment and contractor services, and associated other expenses (as shown in 1-yr monthly proforma). The tenant improvement budget includes engineering and architectural designs, City permits, physical build-out, as well as security, fire safety, surveillance, access control, fixtures, furniture, and equipment for the Operations Phase. All hardware and software components exceed local and state requirements set forth by the rules and regulations governing the industry. The budget for the build-out of the facility is shown below. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 9 The preliminary estimates above are based on market rates in the Fresno area, which were determined based on the bids procured for these services. The estimates include Low, High, and Likely scenarios. We have conservatively based our budget on the “Likely” scenario which is 33.9% higher than the “Low” bids and within just 15.4% of the “High” cost estimates received. Additionally, our robust experience in cannabis-related development projects allows us to deliver high-quality results that are typically under budget and within time constraints. During the Mobilization Phase, the budget will be allocated to the following initiatives: Compensation Budget:​ ​The table below provides our payroll and contractor budget. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 10 All of the above items are accounted for in our Projected Cash Flows. Initial inventory acquisition costs were estimated as twice the projected first month’s sales. As we have demonstrated with other dispensary openings, this will provide a healthy reserve to ensure an uninterrupted supply of the product(s) for patients and customers. Pro Forma Statement(s):​ ​While it is impossible to predict exact market fluctuations and demands, we have based our estimates on the current state (as of Quarter 3 2020, including the impact of the COVID-19 shelter-in-place order in place from March 2020 and continuing orders including the latest one from November, 2020) of the California market as we have found this approach has historically reduced the margin of error. The table below provides the product mix used in our pro forma. Based on current sales in California, we anticipate that the majority of our product sales will be in the form of flower. After that, we expect edibles, vapor pens, and pre-rolled flower will generate the bulk of our sales. When examining the California market, we also evaluated the top categories for sales as well as the average item prices for the top categories. These categories are best represented by the total U.S. Dollar (“USD”) sales generated. In the last 24 months, California has sold approximately n vapor pens, and approximately in edible products alone. These products have a wide range of Average Sales Price (“ASP”) per unit. Where edibles average slightly above each, vapor pens are generally each, and flower can be or more per unit. This information is visualized in the following tables. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 11 This includes the man-hours per year estimated for each position including hourly, management (salaried), and contractor(s) such as to provide security services. These figures have been included in the twelve (12) month pro forma statement, which is discussed in more detail in the following section. When preparing our budget estimates and revenues at capacity, we included assumptions with rationales based on data from existing California cannabis markets, United States Census Bureau data, industry stakeholders, the California State Treasurer’s Office as well as our affiliate companies’ historical sales data. Fresno’s dispensary to resident ratio is approximately 1:38,000. Given this - as well as the data discussed above - we have calculated the anticipated Average Target Sales Transaction (“ATST”) to be approximately per onsite visit and per delivery ticket by the end of first year operations. Targets of 300-350 onsite visits and 60 deliveries per day are reasonable given California’s current market state. In many California markets, the customary delivery fee is which we will waive for the first 90 days. While these figures present an equilibrium to satisfy demand, Yuma follows a more conservative approach to account for the market volatility we have come to see in other states - particularly Colorado. To take one example, a gradual increase in demand throughout the summer of 2019 created a sudden shortage of cannabis flower by August in Colorado, which led to a swift increase and doubling of the wholesale prices. The prices did not decrease until the demand was met by the state’s fall outdoor harvests. Our budgets are based on judicious reductions in the above estimates. These include reductions to the number of onsite visits and deliveries as well as to the ATST for each transaction type. For pro forma purposes, we use the lower figures of 300 visits per day with an ATST of and 50 deliveries per day with an ATST of by the end of year one (an overly conservative quarterly growth rate of 1% for a number of visits/deliveries, as well CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 12 as ATST for both, thereafter). The Fresno population - currently at 530,000 - is exhibiting a steady upward trend; as such, we anticipate our pro forma to be overly conservative. We anticipate our projected first-year revenue to reach by Month 12. The detailed breakdown is provided in the table below. Operating Expenses and Projected Revenue:​ ​Expenses have been broken down into several categories including Startup Costs, Real Estate Costs, Cost of Goods Sold (“COGS”), and Other Expenses. The Startup Costs section of our estimate includes the following components: Local Application and License fees; State License fees; and Fire Safety/Security/Consultant fees. The Real Estate Costs section includes the following components: Design and Planning; Permits and Build-out; Utilities such as gas, electric, hi-speed secured internet, and trash (excluding secured waste receptacles); Facility Lease including base rent and NNN pass-thru expenses; Property insurance; and a contingency including an additional 10% reserves as a Construction Phase Contingency. Marketing is one of most crucial aspects of business operations at inception. The Company is budgeting for the pre-opening budget, while increasing that to (in Month 1 of operation) and /mo for Months 2-4 to establish market presence. For the following quarter this budget decreases to /mo, while finally being further reduced to an ongoing $ 0/mo. For COGS estimates, we have included granular mensuration of each product category. We are allocating an initial inventory budget equal to twice the first month’s anticipated sales transactions. As ramp-up progresses, the funds from the revenue stream will replenish the budget. Yuma will utilize several inventory management tools including a reorder quantity analysis that is built into our Point of Sale (“POS”) system and which is adjusted for local ongoing demand. While overall COGS is approximately 46%, each category is computed individually. We have shown this as Flower; Concentrates/Vapes; Edibles; Pre-Rolls; and Sublinguals/Tinctures. Within the ​Other Expenses​ of our pro forma, we have incorporated the following components: Employee Payroll; Employment Taxes of approximately 9.4%; Employee Benefits and Training represent 10% of our ongoing employee’s payroll budget; Health Insurance which has been extrapolated from owners’ historical data; Contractor Services; Supplies and Materials such as office supplies; Accounting and Payroll which include CPA services; Barcode and Labeling of supplies and equipment; Vehicle Lease which CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 13 includes vehicle taxes; Vehicle Insurance/Expenses which includes equipment fitting, insurance, and other expenses; Software Dues for all Company items; Secure Waste Disposal for cannabis and other waste; Community Impact Fund with a 2% commitment to local community investment; and Travel. Our first-year pro forma statement is below. We anticipate being cash flow positive by month nine upon the Permit award by the City. While the total required capital investment will reach in month six, we expect to generate profit in month seven with rapid growth to follow. The 1st year pro forma budget is provided below: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 14 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. Yuma possesses abundant knowledge and experience, as well as a sound fiscal plan and copious fiscal reserves. We strive to succeed in bringing a legal, safe, controlled, and revenue-generating marijuana establishment to the City of Fresno, while ensuring adequate supply and variety, within a safe and secure cannabis retail environment for its customers. We possess over in liquid assets (cash on hand, at an insured financial institution), as well as an additional in funding, providing capital reserves of about 624.6% of the maximum debt service. The pledges and Proof Of Funds statements are provided in Appendix B. 1.4. 3-year pro forma for three years of operation. A proper and thorough long-term fiscal plan is key to any enterprise’s success. The revenue projects we provide have been extrapolated from several sources including statistical Treasury data from various local jurisdictions, publically available industry information, and other established market data as well as our affiliate company’s historical data. Our pro forma accounts for the number and locations of current nearby cannabis retailers, namely those in Kern County and specifically in Bakersfield which, in our opinion, most closely resembles the future Fresno market. While there have been great strides in the legal market, California’s illicit cannabis market was estimated at in 2019. That same year, California’s legal market accounted for . Experts predict a paradigm shift will occur as more law enforcement efforts are directed towards curbing illegal operations. Arcview Market Research and BDS Analytics predict the California legal cannabis market will reach an impressive by 2024. Due to our organization’s conservative fiscal approach to risk management, we have designed a robust strategy to sustain business operations in the worst of times and in these unprecedented global market conditions. While stay-at-home order did impact the cannabis market, the data shows there to be an overall increase in cannabis sales compared to both the previous month (at 18.0%) as well as the previous year (at 50.7%) [source: Headset]. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 16 Yuma takes a long view of historical data and our conservative approach means we utilize a minimally incremental 1.0% growth in quarterly sales transactions with a steady 1.0% increase in transaction size. Three-year revenue projections are shown below. Our largest non-COGS related expenditures include employee-related costs. These expenses include payroll, employment taxes, benefits and health insurance totaling . Also budgeted above are the 5% annual merit salary increases. While COGS total a hefty CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 17 The cash flow projections above are anticipated to generate a tax revenue stream for the City of Fresno totaling approximately over a 3-year period as shown in the table to the left. , it is expected to generate approximately of revenue over the initial 36-month period. The graphs below depict cash flow and debt service for this same time frame. As the graphs above represent, debt service is expected to become positive in 2Q22 which would be our fifth operating quarter. The full pro forma budget is provided below: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 18 We are confident that Yuma will be an exemplary facility and a reliable partner for the City to provide a much-deserved, uninterrupted tax revenue stream while bringing added security and stability to the neighborhood. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 19 1.5. Fully describe hours of operation and opening and closing procedures. Hours of Operation: ​The Yuma Fresno store will operate under the fictitious name Fresno Farms. The store will be open to the full extent permitted by Fresno Ordinance § 2018-68 and by California law. The hours of operation will be 8:00 AM - 10:00 PM, seven days a week. The company’s Point-of-Sale system (“POS”) will be programmed to prohibit transactions between 10:00 PM and 8:00 AM to ensure that no cannabis products are sold outside the hours of operation, and employee shifts will begin 30 minutes prior to opening and end 30 minutes after closing to allow for proper security controls of cash and inventory. We will let the last customer in at 9:45 PM to make sure that all sales are completed prior to 10:00 PM. Opening Procedures: ​The opening procedures are designed to create a safe, secure and efficient start of the business day. Detailed SOPs are provided to staff and are strictly adhered to and monitored. At the start of each day at approximately 5:30 AM, the Shift Manager (accompanied by an armed guard) will check the perimeter for any signs of criminal activity or break-in attempts, unlock the door, access the alarm keypad and disable the alarm. Once the alarms have been disabled, all overhead lights will be turned on and the Shift Manager will proceed to log into the Company network, check for tripped alarms, possible cannabis odors, and clock in via our company timesheet system - WhenIWork. Next, they will check the security cameras for any further signs of disruptive or criminal attempts. After this review has been completed, the Shift Manager will log any security issues or maintenance issues, and turn on the display case lights and begin to operationalize the facility for the day’s business. The Shift Manager will unlock the safe and move product from the secure storage to the retail area as well as set up POS registers with necessary cash. Computers shall remain on at all times with password protected screen locking, and each employee maintaining their own separate login. Each Dispensary Associate shall then count their drawer and record in the POS system any discrepancies for managerial review. The Dispensary Associate(s) will also restock all prepackaged flower, edibles, cartridges/disposables, and topicals, and proceed with tidying displays and selling stations, as well as the customer waiting area and bathroom. Once the Dispensary Associate(s) and Shift Manager have confirmed that all items on the Opening SOP Checklist have been executed, the staff will open the doors to customers promptly at 6:00 AM. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 20 Closing Procedures:​ As part of the company’s closing procedures - which are documented in a series of SOPs and provided to each employee - the Shift Manager will ensure that all customers have left the premises prior to closing the building. Only Yuma employees are allowed to be present within the facility after hours. The closing shift crew will reconcile the physical inventory on hand with the POS once the facility is locked all customers left the premises. Once staff have confirmed all sales records and inventory are accurate, all cannabis product(s) above the daily threshold will be stored in safes/vaults in the Product Storage area. If any discrepancies exist, they will be documented in an Incident Log for review by the General Manager no later than the following business day. The procedures for incident reporting are provided in more detail in the Security Plan as well as throughout the Company’s robust SOPs. Cash will be handled in accordance with the company’s cash handling procedures. After all cannabis products (including edibles and concentrates) and cash deposits have been secured safely in the locked Product Storage area and no other daily or closing tasks remain, the Shift Manager will follow the exit and closing procedures by turning off all lights and locking and verifying all doors and activating the alarm with their personal alarm code. Employees will be escorted by the on-site armed security contractor on their way out of the premises. If there are any issues noted with regard to the alarm or surveillance equipment, they shall be escalated in an immediate report to the General Manager and Chief Compliance Officer. The original copies of both the commercial cannabis business permit and business license issued by the City along with other licenses will be conspicuously posted inside the foyer. Emergencies:​ Yuma will provide the City Manager or his/her designee(s) with the name, telephone number (both landline and mobile, if available) of all on-site management employees and the owners to whom emergency notice can be provided at any hour of the day. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 21 1.6. Fully describe the day-to-day operations for each license type being sought. As a leadership team with experience operating fully licensed and compliant operations for numerous cannabis entities in Colorado, we have created a robust series of SOPs for all aspects of retail dispensary operations which will be adapted to Fresno and California specific regulations. Our goal is to make day-to-day operations as simple, safe, compliant and consistent as possible. The CCO in consultation with the management team, maintains uncompromising standards of excellence by conducting quarterly SOP reviews to best adapt to advancements in software, equipment, and other tools, along with more frequent review for emerging industry techniques, best practices, or regulatory changes. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 22 Comprehensive SOPs are incredibly important, but they mean nothing for an operation unless they are fully understood and implemented by employees in day-to-day operations. Accordingly, along with rigorous and regular training, detailed SOP manuals are provided to each employee with specific instruction on: conducting retail sales, inventory tracking and management, reporting, safety, security, waste management, testing, returns, recalls, and more. The manuals are also complimented with updated reports and surveys produced regularly. The combination of strong, detailed processes and regular training to reinforce our policies, procedures and standards makes daily operations very intuitive, so employees can concentrate on providing excellent customer service. 1.6.1. Day-to-day procedures for a retail permit. i. Customer check-in procedures Upon entry, customers will be greeted by the Receptionist who will verify the customer’s identity by checking their valid government-issued photo identification (“ID”), per ​13 CCR § 5402 and Fresno Municipal Code 9-3309 (i)​. A commercial-grade Tokenworks™ AgeVisor Touch ID Scanner will be used to validate the customer’s age, identification expiration date and validity of the document to overcome human error. If the customer has been positively identified and their age and validity of ID has been substantiated (along with verification of medical cards for medical patients), they will be granted access to the premises and will proceed to the Waiting Area. The age for admittance is twenty-one (21) for recreational customers and eighteen (18) for medical patients. In the Waiting Room, the Receptionist will act as initial client services concierge, developing a rapport with customers, providing them with a menu to review, entering customer data into the POS, confirming medical cards and prescriptions, and also authenticating those who join the company's rewards program. The Receptionist will then invite customers for a private appointment with an assigned Dispensary Associate, with customers granted access to the retail area one group at a time. Assigned Dispensary Associates will verify customer’s ID and medical patient’s paperwork again prior to conducting a transaction. Vertical IDs will require management verification. Visitor Check-in Procedure: ​All visitors and contractors entering the facility will be escorted by Company personnel and must sign into the Visitor Log. They will be issued a Visitors Badge that must be worn for the duration of the visit. Visitors or contractors will be monitored and escorted by a dispensary employee at all times. A visitor or contractor will not be permitted to have access to any form of cannabis on the premises without proper state-required license or documentation. Access to the entry logs will be provided to the Chief of Police and Director of Development Services upon request. ii. Location and procedures for receiving deliveries during business hours . CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 23 iii. Identify the name of the Point-of-Sale system to be used and the number of Point-of-Sale locations In order to execute the Company’s approach to excellent inventory monitoring, control, and compliance we have selected a POS software that has a complete suite with built-in rewards and loyalty programs, text messaging, inventory management and seed-to-sale functionality. BioTrackTHC fully integrates with METRC which is California’s state-mandated seed-to-sale tracking software. The dispensary shall be able demonstrate compliance with METRC to the Chief of Police, City Manager or their assignees upon request. Yuma has developed a long-standing relationship with BioTrackTHC and was involved in beta testing new functionality and points of integration for the state of Colorado. Below, they have confirmed their ongoing commitment to the security of medical and recreational cannabis data and assurance of their intent to partner to ensure compliance with all current and evolving state and local regulations. The information stored in BiotrackTHC is compatible with the city's record-keeping systems. The system has the capability to produce historical transactional data for review. Yuma will make sure that the system is approved and authorized by the City Manager or his/ her designee(s) prior to being used. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 24 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 25 The applicant expects to utilize no more than four (4) POS registers to satisfy social distancing requirements, as shown on the security and floor plan diagrams. iv. Estimated number of customers to be served per hour/day The ​Fresno Farms ​location expects to serve an estimated average of 300-350 customers per day, and 20-30 customers per hour, which could increase to approximately 50 customers during rush hours. This number is estimated based on performance of similar locations in the Kern County area. The applicant expects to utilize no more than four (4) POS registers to satisfy social distancing requirements. Based on our experience, an adult-use cannabis store can process each customer within 5-10 minutes. The in-store time can be reduced to 3-7 minutes when utilizing an online ordering platform. This process will take approximately 1.5 to 2 times longer with medical patients, of which we anticipate approximately 30 per day. iHeartJane online ordering will be integrated with BiotrackTHC and accessible from the company’s website. It will utilize the Hypur payment system which provides a quick, efficient, safe and economic option to pay at the time of ordering. During unusually high demand days, like Fridays, Saturdays, and holidays, the company will specifically incentivize online ordering for pickup and delivery. Once an order is placed, a Dispensary Associate assigned to the dedicated POS will begin procuring and organizing the product. Online orders will be held securely in the Non-Storefront (NSF) Online Order area until the customer arrives for pick-up or the Delivery Driver is ready to deliver the order. For all online orders and for reward program participants, customer’s identification will be stored in BiotrackTHC with their consent as well, increasing even further the convenience and efficiency of future ordering. Below is an estimated timeline for a recreational customer experience at the dispensary: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 26 Transaction Stage Durat io v. Proposed product line and estimate the percentage of sales of flower and manufactured products Stand-alone cannabis dispensaries must secure strong supply channels to obtain adequate inventory of quality cannabis products. We utilize Strategic Relationship Management (“SRM”), where supplier relationship management starts even before an agreement with the supplier is signed. This forward-focused approach ensures successful relationships and contributes to the competitive advantage of the company in the long run. Establishing long-term relationships with suppliers is an integral part of our supply chain strategy. Suppliers play a central role in driving revenue, and that should never be ignored. Being able to work with reliable, high-quality brands can help a business grow and scale. Yuma Way LLC in Colorado has developed collaborative business relationships with nearly 100 suppliers and is able to offer over 1,100 different Stock Keeping Units (“SKUs”) of various cannabis products. We offer an unrivaled range of cannabis goods because we want to provide our customers with the ability to curate individual experiences to suit their needs. We are proud to offer a specific line of products designed for seniors. We expect a broad range of customers at Fresno Farms including locals and visitors, and we are confident that our comprehensive SKUs will allow us to serve all of the proposed target markets without delay. Several popular California manufacturers are our long-standing partners in Colorado including Cheeba Chews, Keef Cola, and Binske. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 27 n (m in) Reception; Check-In 1-2 Product Selection and Procurement (1-2 minutes if order is placed online) 3-5 Completing the Financial Transaction (1-2 min if no ATM); 2 ATMs will be provided on site) 1-4 Total 5-11 From the outset, we intend to carry the following types of products: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 28 PRODUCT LINE PRODUCT LINE AND SELECTED BRANDS DESCRIPTION Flower, Shake, and Pre-rolls Viola, Alien Labs, Bad Apple, Lumpys, Canndescent, Cresco, Friendly Farms, Korova, Lowell Farms, Old Pal, Flow Kana, Cru, Pacific Stone, Source, Maven, Fun Uncle, THC Design, House Weed, Humboldt Farms, Cypress Cannabis, Kings Garden, Henrys, Fig Farms, The Village, Artisan Canna Cigars, Island, Nativ, Caliva, Ganja Gold Tarantula, Lola Lola, Saints, Pure Beauty, Stone Road, 710 labs, Joiant Farms, Prism, Leune, Loud Pack, Ember Valley, Valy Cali Raw Cannabis Flower will be sold in a mix of Indica and Sativa or Hybrid strains depending on customer demand. Indica is known to reduce nausea, increase appetite and fight depression while Sativa is known for its uplifting effects. Strains are distinguished by their individual cannabinoid and terpene content. Finished, dried, cured, manicured cannabis will be sold in 1g, 3.5g, 7g, 14g, 28g; pre-rolls 0.5g, 0.75g, and 1.0g packages, or may become available from distributors strictly adhering to all state and local regulations. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 29 Vapor Pens, Cartridges Heavy Hitters, Flav, Bumblebee, Pure Vape, Eureka Vapor, Alpine Vapor, Rove, Platinum Vape, Care By Design, stick.e.vape, Chemistry, Stiizy, Tikun, Dosist, Raw Garden The process of vaping cannabis involves heating cannabis flower or concentrates to a temperature that turns the active compounds (cannabinoids and terpenes) into vapor. Vaporization is a healthier alternative to smoking as it occurs at temperatures that do not allow the flower to combust, which releases harmful tar and carcinogens. A vape cart is a glass cartridge pre-filled with a gram or half-gram of cannabis oil. This oil contains various combinations of cannabinoids and terpenes extracted from cannabis. Most oil vape carts are high in THC, however, more CBD-dominant vape cartridges are entering the market as are 1:1 THC:CBD products. Vape cartridges come in many forms: 510-threaded cartridges (the most common), as well as some proprietary forms like Pax Era Pods and Airo Pro oil cartridges. Extracts Cresco, Nug, Connected, Alien Labs, Moxie, Viola, Left Coast Extracts, Raw Garden, Field Extracts, Friendly farms, Guild Extracts, West Coast Cure, Buddles Brand, Culta, Humbolt’s Finest, Extracts are manufactured by separating the trichomes (semi-transparent, granular, hair-like outgrowths) from the cannabis flowers to create a concentrated dose of this specific part of the cannabis CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 30 Bloom, Cobra Extracts, 710 labs, Wox, Creme De Canna, Flavor, Green Dot Labs, Natty Rems, The Clear, Allgreens Extraction, Harmony Extracts, From the Soil, Focus, Binske plant. ​Cannabis concentrates are an effective way to derive the medical benefits of cannabis. They contained different proportions of ​cannabidiol (“CBD”)​, ​tetrahydrocannabinol (“THC”) and other ingredients. Terpenes are very popular in both recreational adult-use and medical cannabis products. Available in 300mg, 0.5g, and 1.0g sizes Edibles Plus, Cheeba Chews, Big Pete’s, Kushy Punch, Kikiko, Breez, Camino, Kiva, Cannabis Quencher, FruitSlabs, The Cookie Factory, Cookies, Enjoyable, Utopia, Nug, Korova, Satori, Flav, Chill, Rebel Coast Winery, Lagunitas, Heavenly Sweet, Smokiez, Kaneh Co, Somatik, Defonce, Level, Keef Cola, Binske A cannabis edible is a cannabis-infused product that can be consumed by the customer. Infusing cannabis into foods is a long-practiced and very effective method to use cannabis as medicine. Yuma plans to offer several different edible product lines to cater to the various medical, nutritional, financial and taste needs of patients including vegan, paleo, gluten-free, sugar-free and kosher options. Topicals Papa & Barkley, CBD Living, Topikal CBD, Foria, Care By Design, Connected, Beard Bros Farms, OM, Mary’s, Comfort Cream, Peak Extracts, Saint Jane, Mineral Mason, Dixie, Honey & Butter, Kush Queen, Awakened, Green Bee Botanicals, Native Humboldt Topicals are ideal for assisting patients who are arthritic or have aching injuries. Topicals have an analgesic and anti-inflammatory effect to reduce or eliminate pain. These will be developed in the forms of sprays or lotions. Additional forms include bath balms, infused hand-sanitisers, etc. We plan to offer a variety of Topicals including muscle CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 31 creams, anti-aging creams as well as pain-relievers. Tinctures Fiddler’s Green, Proof Snook’s, Proof Extracts, Jayden’s, Juice, Flav, Mary’s Medicinals, Papa & Barkley, Care By Design, CannaKids, Tikun, California Dab Co, Breez, Humboldt Apothecary, Yummi Karma A cannabis tincture is a cannabis-based extract that is infused with alcohol. Typically, the flowers and trim leaves are used. This product provides easy dosing for patients with rapid absorption. This line is designed to make dose control easy for patients, with rapid absorption and effect. Tinctures can be flavored for better taste. Tinctures can then be consumed by adding a desired amount to food and beverages, or simply by dropping a few milliliters under the tongue for more direct absorption. Consumption Devices AbsoluteXtracts, Puffco, Airo Pro, Orchid Essentials, Delta 9, Rove, Kingpen, Jetty Extracts, CRU, Care By Design, Bloom Farms, Tikun, ACME, Raw Garden, Heavy Hitters, Dompen, Stiizy, Sauce Customers will be able to purchase the dispensing device for consumption of cannabis products. This will include bongs, vape pens, bowls, pipes, and papers.​ ​We will be providing various consumption devices including dry flower cannabis vaporizers. Accessories Raw, Clipper, Pax, Puffco, Zigzag, Kurvana, Zigzag, Medtainer Exclusive, branded apparel and merchandise including: t-shirts, hats, key chains, posters, branded paraphernalia, and variety of cannabis accessory products. As an organization, we believe in sourcing products locally, and creating local long-lasting partnerships with local suppliers. In addition to the obvious reductions in one’s carbon footprint and emissions by limiting the distance between distribution points, partnering with local businesses is a great boost to the local economy and keeps the money in one’s community. Yuma is proud to be a supporter of locally-grown and manufactured products. Once Fresno cultivators and manufacturers are permitted, we will bring these suppliers on board with product placement priority and in-store events, to the extent permitted by law, to support our local producers and distributors. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 32 CBD and Hemp Arcanum, CBD Infusionz, Cherry, Colorado Hemp Honey, Extract Labs, HempTealicious, Herbal Fracture, Infinite CBD, Mile High Select, Nature’s Love, Restorative Botanicals, Suzie’s CBD Pet treats CBD is the second-most abundant cannabinoid in the plant after THC. It has many potential therapeutic benefits, including anti-inflammatory, analgesic, anti-anxiety, and seizure-suppressant properties. CBD can be sourced from both marijuana and hemp plants. We will provide top-of-the-line CBD only products. Based on our experience in Colorado and per the analysis presented below from Headset’s California data, we anticipate that 33% of our sales will be from dry flower, 18% pre-rolls while the remaining market share will be split amongst different manufactured products including 19% from edibles, 19% from vapor pens, 6% concentrates, 2% from tinctures and sublingual, and 1% each of capsules, beverages, and topicals. We are constantly analyzing market data and reviewing our product lines to ensure that real time consumer demand is met. (a) Product handling procedures Upon entry to the Retail Sales Area, assigned Dispensary Associate will welcome customer(s) by name, offer information on specials, promotions and new products, and act generally as a cannabis sommelier, providing customized guidance on either specific brands or products in our store. All customers will be monitored by Dispensary Associates throughout the customer’s shopping experience. All cannabis products are individually pre-packaged in “tamper-evident” opaque child-proof containers, tested, and labeled, with sample products available for viewing in cannabis goods displays per 16 CCR § 5405. The amount of sample products on display will be limited to those anticipated to meet one day sales demand to enhance inventory accountability controls and reduce volume of possible odor. The final product and receipt will be placed in an inconspicuous opaque package, with customers allowed to purchase up to the amount of daily limit per 16 CCR § 5409. Customers will also be able to return previously purchased products to be set for destruction in accordance with 16 CCR § 5054 and 16 CCR § 5055. Yuma will not make any cannabis goods available for sale to a customer unless: ●The cannabis goods were received from a licensed distributor; ●Yuma has verified that the cannabis goods have not exceeded their expiration or sell-by date if one is provided; and ●In the case of manufactured cannabis products, the product complies with all requirements of Business and Professions Code § 26130 and all other relevant laws. Yuma may also sell non-cannabis products on the premises if in compliance with any city, county, and state laws or regulations related to those products. This provision excludes alcohol and alcohol products and tobacco and tobacco products from sale upon the licensed premises. Yuma will only sell live, immature cannabis plants and seeds if all of the following requirements are met: ●The Plant is not flowering; ●The Plant or seed was purchased from a nursery that holds a valid Type 4-Cultivation Nursery license under the Act; ●A label is affixed to the Plant or package containing any seeds which states “This product has not been tested pursuant to the Medicinal and Adult-Use Cannabis Regulation and Safety Act”; ●Yuma acknowledges that it may not sell any other live Plants; and CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 33 ●Yuma acknowledges that it will not apply nor use any pesticide, nor cause any pesticide to be applied nor used, on live Plants. Yuma acknowledges that it will not sell more than the following amounts to a single adult-use cannabis customer in a single day: ●28.5 grams of non-concentrated cannabis. ●8 grams of concentrated cannabis as defined in Business and Professions Code§26001, including concentrated cannabis contained in cannabis products. ●6 immature cannabis Plants. Yuma acknowledges that it will not sell more than the following amounts to a single medicinal cannabis patient, or to a patient’s primary caregiver purchasing medicinal cannabis on behalf of the patient, in a single day: ●8 ounces of medicinal cannabis as defined in § 11362.77 of the Health and Safety Code. ●12 immature cannabis Plants. NOTE: If a valid physician’s recommendation contains a different amount than the limits listed in this section, the medicinal cannabis customer may purchase an amount of medicinal cannabis consistent with the patient’s needs as recommended by a qualified physician. Customer Returns:​ For the purposes of this section, “customer return” means a customer’s return of cannabis goods that were purchased from a retailer, back to the retailer the cannabis goods were purchased from. ●Yuma may accept customer returns of cannabis goods that were previously sold to a customer; ●Yuma will not resell cannabis goods that have been returned; ●Yuma will treat any cannabis goods abandoned on the retailer premises as a customer return; and ●Yuma will destroy all cannabis goods that have been returned to the retailer by a customer, in accordance with § 5054 and §5055 of the Cannabis Control Act. Yuma acknowledges that it will not accept, possess, or sell cannabis goods that are not packaged as they will be sold at final sale, and Yuma will not package or label cannabis goods. vi. Describe delivery service procedures, number of vehicles and product security during transportation Yuma will adopt a sophisticated delivery model to make cannabis products available for home delivery to all verified Fresno patrons. Included in our model is a user friendly CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 34 online ordering system, trained delivery drivers, superior delivery technology, and comprehensive reporting metrics. The Company intends to purchase two (2) unmarked Nissan Leafs (or similar electric or hybrid vehicles) to minimize our carbon footprint when engaging in cannabis product deliveries. For enhanced security, vehicles will have a Viper, or other enhanced security system, installed. The City of Fresno will be provided with all system features upon final selection and installation. All delivery personnel will be over the age of twenty-one (21) years and have a valid driver’s license. Orders are placed through the company's website via our iHeartJane embedded menu. The menu is integrated with BioTrackTHC, so that customers can view active inventory for sale on the website. Each menu item contains a detailed description and photograph(s) of the product that is loaded in BioTrackTHC and subsequently included in the iHeartJane Library. When a customer is ready to complete their purchase, they can select pickup from our retail location or delivery. The software allows the customer to upload a government-issued photo identification or enter their birthdate at checkout. Alternatively, they will need to be signed into a iHeartJane account which requires an email address and phone number. Once the order is placed, an order tracker will appear showing the order status. The customer will also have the option to opt-in to receiving text alerts with notifications throughout the order fulfillment process. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 35 Yuma currently plans to have two different delivery zones in the Fresno County area, with the first zone reflecting a radius of 10 miles and a minimum order of and the second zone of 15 miles, with a minimum order. A printed receipt will appear for the store as soon as the order is placed. The customer can then sign into their store dashboard to accept or decline the order. They will also be able to see that their order is ready and complete. iHeartJane will text the customer upon order completion to allow them to reserve a pickup time. The Dispensary Associate will then enter their credentials into BiotrackTHC and package the order according to the printed receipt. Upon completion, the employee will mark the record as a “change status”. 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 employee'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 and other locked refrigerated containers for perishable products under the supervision of security staff. This will occur in the designated NSF Retail staging and online orders area. Once the product is secured and locked, the delivery personnel shall be escorted to the delivery vehicle by one of our on-site Security Officers to ensure the product is loaded safely into the front of the delivery vehicle. Onfleet will provide the delivery management software that includes GPS route optimization and dispatching, real-time tracking, proof of delivery, age verification, analytics and anonymized customer communications. All drivers will have phones and iPads in the vehicle equipped with the Onfleet GPS delivery software, and such devices will be affixed to the vehicle via secure device holders. While logged into the application, the driver is able to view the real time location plotted on the Onfleet Map (with such information also available remotely at our store) and is able receive turn-by-turn directions, as well as an automated voice communication with driving directions. Pursuant to 16 CCR § 5418, no more than of product will be stored in the delivery vehicle at any time. Such goods shall be placed in a locked and fully enclosed container, hidden from public display and always kept in the presence of a delivery driver. Additionally, the Delivery Driver will never leave the licensed premises with more than of product without a specific order received, processed and identified on the inventory ledger. Per Company policies and procedures, delivery employees are not to make stops or take breaks while en route or with pending deliveries in the vehicle. Delivery vehicles will be charged prior to delivery being active, or after delivery is inactive. When a delivery employee is nearing a break time, they will no longer accept pending deliveries; and, instead they will return to the retail facility. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 36 Yuma will identify, for each area in which a delivery is scheduled, a designated safe zone. The safe zone is a location that the delivery driver will be directed to respond to in the event that the driver is being followed. Safe zones will be highly populated, well lighted locations known to be equipped with surveillance equipment, law enforcement or security personnel. These may include major shopping malls, major airports, major hospital emergency departments, major universities or similar high-density environments. 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 under ​16 CCR § 5416 ​including schools and federal lands. The driver will verify that the identity matches the order, verify the age of the customer and their order. The customer will sign electronically on the delivery software first, followed by the driver acknowledging the delivery has been made. The customer will be given their order and the order will be marked complete. The receipt will transmit electronically. Once safely inside the vehicle, the delivery driver will notate the transaction type on the duplicate or electronic receipt that was placed in the designated folder and re-file. After deliveries are conducted, the delivery driver returns to the licensed premises. They will adjust their on-board bank and prepare for future deliveries. They will check in with the Shift Manager and work as a Dispensary Associate in the retail premises until additional delivery orders are placed. At the end of each driver shift, a report of all the days deliveries will be pulled, saved and maintained electronically for seven (7) years. 1.6.2. Cash handling procedures. Strict controls will be applied to cash handling procedures. The General Manager in coordination with Shift Managers will be responsible for proper accounting, transacting, and handling of currency. Dual custody is required any time cash is transferred from the registers to the same and from the facility to the bank and all cash management activities will be under surveillance. Dispensary Associates will utilize a pre-programmed spreadsheet template to count cash currency in the POS registers. Once a cash drawer is balanced, the cash will be placed in a sealed envelope which includes the name of the person performing the function, the date and the amount to be deposited. Sealed envelope will be immediately taken to the fire- and tamper-proof safe and placed in the Daily Deposits bank bag. Deposits of funds will be made immediately to an inconspicuous drop-safe by a Shift Manager or General Manager. The vault will contain a Log of deposits that must be filled out daily. This deposit sheet will be used to track the daily deposit from the Dispensary CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 37 and will also be used to track the outgoing deposits to the Bank. Any opening of the vault must result in an entry into the Log, whether recording a deposit, withdrawal, or a fund audit. As currency requires movement to an offsite financial facility, currency transportation will be managed by way of armed and uniformed escort, whether in the form of a private patrol operator licensed by the Department of Consumer Affairs or by an armored carrier licensed by the California Highway Patrol. Yuma Way LLC currently utilizes Empyreal Logistics armed services for currency transport and bank delivery logistics, as Empyreal armored trucks are operated by highly-trained, armed security personnel and are monitored in real-time via their operations centers to ensure asset protection, and we plan to continue using Empyreal for our Fresno operations. The General Manager will work with Empyreal Logistics to arrange random unscheduled pick-up times to mitigate the risk of theft and diversion in transport. 1.6.3. Inventory control procedures including identification point-of-sales and track and trace software. At Yuma, we believe that excellent inventory control practices must be governed by a three- pronged approach consisting of real time monitoring of the facility, functional control of operations, and compliance with local and state regulations. We recognize the importance of our obligation to maintain accurate inventory management protocols to mitigate risk and diversion by creating and implementing thorough Inventory Control Plans. ​ Outlined below are some of the measures that Yuma will implement to reduce the risk of diversion and theft with the goal of preventing it entirely (detailed description of features are also exhibited throughout this application): ●The design and construction of the facility will include physical barriers to exclude the public from Limited Access Areas without supervision by a licensed and properly credentialed employee; ●The design and construction of the facility will include designated areas for, respectively, the storage, display, and transportation of cannabis products; ●On-hand inventory will be limited to the amount of cannabis adequate for operation of the dispensary; ●All cannabis will be stored in a locked safe under the direct and continual view of surveillance cameras; ●Access to the safes will be limited to the General Manager and Shift Manager(s); ●Each instance of access to the safes will be documented in a log; CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 38 ●All employees will be trained in the SOPs for the detection of a person whose intent is to purchase products to resell illegally. Employees will be trained to ask any customer to leave the facility if they are suspected of intending to purchase cannabis for diversion. The employee will then immediately inform the Shift Manager, who will add them to the Restricted Patron List (“RPL”). If the law permits, this patron shall no longer be allowed to obtain cannabis from the facility; ●All employees will be trained specifically in techniques to reduce and ultimately prevent diversion and theft according to company SOPs; ●An adequate security alarm system around the perimeter of the facility will be installed, monitored, and maintained to prevent and detect diversion, theft, or loss; ●An adequate video surveillance recording system - that is approved and meets state and local authority mandates - will be installed, monitored, and maintained to prevent and detect diversion, theft, or loss; ●An adequate motion sensor system to detect anyone attempting to enter the premises during non-operational hours will be installed, monitored, and maintained to prevent and detect diversion, theft, or loss; ●All doors into the sales area will be locked to prevent anyone who is not a licensed employee from entering the area if not accompanied by a credentialed employee; ●Only company employees will be allowed access into the Limited Access Areas; ●All cannabis products will be located out of reach of customers Inventory Software Training: ​All employees undergo extensive training on the system and regularly review our written training procedures. The system has the capacity to customize permissions based on the employee’s role within the company and provides excellent audit capabilities. Management monitors each facility’s performance via a management portal daily and reviews inventory, sales and other reports weekly. The CFO utilizes the system for quarterly and annual reports as well. BioTrackTHC’s seed-to-sale functionality enables us to understand the performance of each strain, purchased products and have capabilities for recalls, should they occur. We utilize this system for product ordering, tracking expiration dates, returns and destructions all in the same system. Inventory Software Evaluation:​ BioTrackTHC has proven to be stable and reliable software. When issues have arisen, they are resolved or workarounds are created, as is standard practice in many industries. Due to the incredible pace of the industry and growing regulatory complexities, our affiliate company - Yuma Way LLC - proactively evaluates all software products every six (6) months. Inventory Quality Control:​ Upon intake of product delivery the expiration/best by date is verified and entered into BiotrackTHC. The system tracks the receipt and expiration date of every product and facilitates the disbursement of products using the First In First Out CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 39 (“FIFO”) inventory management methodology. This allows us to distribute the earliest product received with the most recent expiration date first. The system maintains the Radio Frequency Identification (“RFID”) Tag and product description of every sold product, where the product was purchased, the date of purchase, and from whom it was purchased. Product Recall: ​BioTrackTHC has the capacity to track products in the event of a product recall. The system generates reports for each sale or dispensing of product and denials of such sales, which includes the quantity, strain, variety, and batch number of each product dispensed, the licensed employee who conducted the sale, the date of the sale, and the name and registration number of patient, and the caregiver, if applicable. Thus, the system is designed to facilitate voluntary and mandatory recalls. In the event of a product recall, the system will permit the tracing of the product to the purchaser, who will be notified and asked to return the product to our dispensary for a refund. The software is capable of tracking the total amount of affected cannabis products as well as the amount of product returned. The data related to the return or destruction of the product will be housed in the system and available for reporting to the Bureau of Cannabis Control. Employees must submit any and all discrepancies in inventory to the General Manager for review and resolution. In the event that the General Manager is unable to resolve the discrepancy after reasonable review, the issue will be entered into the Incident Log and escalated to the CEO. Inventory Reconciliation:​ Per 16 CCR § 5034, and § 5036 any discrepancies of 3% or more of average business sales or $5,000 (whichever is greater) or any discrepancy suspected to be due to diversion or criminal activity will be reported to the Bureau and law enforcement within twenty-four (24) hours. In addition to the robust suite of services offered by BioTrackTHC, we also utilize the following software to provide in-depth analytics: Headset​ ​Reporting and Analytical Insights This system provides detailed sales analysis and reporting that has capabilities to analyze inventory on hand and make projections. Helix Cannalytics​ ​Business Analytics Helix Cannalytics is heavily integrated with BiotrackTHC and offers a comprehensive approach to presenting business data including inventory data in a logical and easy-to-use format. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 40 Inventory Audits​: Our corporate policies, adapted to abide by California regulations ensure that there is an initial comprehensive inventory of all cannabis products prior to the start of operations. Our inventory controls and procedures include: ●Routine bi-weekly inventory count; ●Comprehensive annual inventory; ●Ongoing maintenance of records; ●Reorder quantity analysis with safe re-ordering points to ensure adequate supply; ●Security, space, demand, market conditions and other department policies, as needed Inventory protocols require that a written record must be created and maintained of each inventory which includes: ●The date of the inventory; ●A summary of the inventory findings; and ●The names, signatures and titles or positions of the individuals who conducted the inventory Yuma retains all records, both physical and electronic for a minimum of seven (7) years as required by ​16 CCR § 5037​. Electronic data will be encrypted and stored on secure servers in our secure storage area under 24-hour video surveillance. Physical records will also be stored in a secure storage room under 24-hour surveillance. The secure storage room will have limited access as further discussed in the ​Security Plan​. Inventory Accounting: ​Yuma will be able to account for all inventory and provide the status of all goods to regulators upon request. Accounting of all inventory will be conducted regularly, but at least every 14 days. If Yuma finds a discrepancy between the inventory of stock and the inventory log or track and trace system that is outside of normal weight loss caused by moisture loss, Yuma will commence a full audit of its inventory. Where a discrepancy remains, Yuma will initiate an internal investigation in an attempt at identifying the source of the discrepancy. Where the discrepancy is not resolved, notification to the Bureau of Cannabis Control and the Fresno Police Department will be made by the General Manager. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 41 Table of Contents 2. Social Policy and Local Enterprise Plan 2 2.1. Commitment to offering employees a Living Wage.2 2.2. Employee Benefits such as health care, vacation and medical leave.2 2.3. Compensation to and opportunities for continuing education and employee training.4 2.4. 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.6 2.5. Local Management.13 2.6. The number of employees, title/position, and their respective responsibilities.13 2.7. Number of employees and unionization.20 2.8. Workforce Plan.21 2.8.1. Commitment to local hires.24 2.8.2. Commitment to offer apprenticeships and/or compensation for continuing education in the field.25 2.8.3. Commitment to pay a living wage to its employees.25 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 1 2. Social Policy and Local Enterprise Plan 2.1. Commitment to offering employees a Living Wage. Yuma Way CA LLC (“Yuma”) is committed to paying our employees well above the minimum wage and to providing benefits not typically found for entry-level jobs within this industry. We assign positions, determine wages, and compensate employees for overtime in accordance with state and local laws and the Fair Labor Standards Act.​ ​Yuma strives to provide transparency, pay equity, and provide workers a livable wage – enough to allow for a quality of life that includes adequate housing, health care, transportation, food, recreation, savings, and miscellaneous expenses. We intend to develop compensation plans which are competitive in today’s labor market, reward exceptional performance, and exhibit equity and fairness. In accordance with our commitment to providing not just a minimum, but a living wage, we expect our average hourly employee wages to earn per hour. Additionally, we anticipate management staff salaries will range between annually. We guarantee at least per hour wage for all positions, which is more than per hour above the state minimum wage and well over the Fresno County living wage of . All salary decisions will be made without regard to race, color, religion, sex, national origin, age, or disability. Every year the Company will evaluate its operations and the local employment market in order to maintain a competitive pay rate. 2.2. Employee Benefits such as health care, vacation and medical leave. Employee Benefits: ​In appreciation of our hard-working and loyal employees, we offer a comprehensive benefits package and bonus plan. Bonuses are based on both corporate and individual performance and all employees are given in-depth and thorough training with a clear path to success​ (outlined in further detail in the Path to Success Program section below). Health Insurance: ​Although businesses under 50 employees are not required to provide health insurance, we believe that health insurance is a key benefit to ensure employees’ optimal health and well-being. The Company will offer medical benefits for employees who have worked for the company a total of 90 days and who work 36 or more hours a week. The Company covers 50% of the premium for the health insurance plan offered. Holidays: ​The Company recognizes that holidays are important and tries to keep a limited crew during holidays hours. Company holidays include New Years Day, Independence Day (4th of July), Labor Day, Veterans Day, Thanksgiving, and Christmas Day. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 2 Non-exempt employees who work holidays are compensated at one-and-a-half (1.5) times their hourly rate for the time worked. We also encourage employees to communicate any need for time off for observance of religious events or holidays, for which they may use accrued Paid Time Off (“PTO”). Paid Time Off (“PTO”): ​Yuma derives value in our ability to remain flexible and nimble and our PTO Policy reflects just that. Rather than burden ourselves or our employees with managing PTO on an accrual basis, we instead allow full-time salaried employees to request PTO as they see fit after a three-month probationary period. They do not “accrue” PTO days as in traditional plans so there is no need to be compensated for any “unused PTO” upon the termination of employment. Hourly employees are eligible to accrue PTO based on the length of employment with our Company. The schedule below outlines our accrual rates by employment length. PTO may be used for planned vacations, unplanned illness (the employees’ or an immediate family member’s), household emergencies, inclement weather when unable to work from home, doctor’s appointments for the employee or an immediate family member or for other personal matters requiring our employees take time off from work. Other Paid Leave and Accommodations: ​Pursuant to California State law, we will provide employees with the following leave and accommodations: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 3 Length of Employment PTO Accrual Rate 0-2 Years 1 hour of PTO for every 72 hours worked 2-5 Years I hour of PTO for every 36 hours worked 5+ Years 1 hour of PTO for every 30 hours worked ●Civil air patrol leave ●Paid family leave ●Military spouse leave ●Paid sick leave ●Domestic violence, sexual assault, or stalking leave and accommodation ●Pregnancy disability leave and accommodations ●Nursing mother/breastfeeding accommodations ●School activities leave ●Organ and bone marrow donor leave ●Victims of a crime leave ●Volunteer civil service leave ●Voting Leave Volunteer Days:​ The Company will allow and actively encourage employees to utilize 16 hours per year of paid leave towards volunteering with local non-profits. Commuter Benefits: ​To reinforce eco-friendly commuting, Yuma will reimburse up to 50% for an employee’s monthly public transportation passes. Alternatively, employees will be able to utilize a Bicycle Commuting Reimbursement of up to annually to all full-time employees after 90 days of employment towards the purchase, upkeep, repair, and storage of bicycles at home if they will use bicycles as their primary method of transportation to work. Bicycle racks and locks will be available for use in front of the store. 2.3. Compensation to and opportunities for continuing education and employee training. Ongoing Training Programs:​ The Company ensures training opportunities are in place on an ongoing basis including continuing education training, research education, and guest speakers. Yuma will invite industry physicians, researchers, and publishers to participate in educational lectures for staff. Additionally, we have found that scheduling educational pop-up events with cannabis cultivators and infused product manufacturers - is an effective method for product training. We have established and nourished relationships with over 100 vendors, and such events have been shown to be effective for both staff and customers. We will recreate this successful program in Fresno as soon as government mandated Covid-19 regulations are relaxed. Below is a general overview and description of the topics covered by the training courses: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 4 Training Topic Brief Description New Hire Orientation Company overview to introduce corporate mission statement, values and diversity. Employees are educated on history, charitable goals, and commitment to diversity and our local community. The 3-day course will include an introductory curriculum on topics below. Incident Logs, Reports & Maintenance Logs Employees will learn how to properly document any and all incidents including community complaints, discrepancies in cash and inventory accountings, security incidents, safety, harassment, and violence in the workplace, etc. Employees will also learn how to log all routine maintenance items. All incidents will be reviewed by management within 24 hrs. All reports will be kept for at least 7 years. Inventory Management Employees will learn how to account for an inventory in BioTrackTHC, CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 5 METRC, on-hand inventory audits, procedures related to discrepancies, theft and diversion, recall procedures, expired inventory controls, and waste management. Job Specific Training Employees will be provided a detailed handbook of SOPs tailored to their role, and will be offered continuing education opportunities and regularly updated guidance on any regulatory changes or industry updates. A quiz will be provided quarterly to ensure SOPs are understood and adhered to. Security Employees will be fully trained on preventing theft and diversion, identifying and neutralizing security threats, security procedures, and access to systems and controls. The Security Training is more fully addressed in the Security Plan. Regulatory Compliance All staff receive training on Cannabis laws, including California Code of Regulations as well as Fresno Cannabis laws and other applicable regulations to ensure strict adherence to regulatory compliance by all members of the staff. The CCO will continually monitor and update employees on changes and provide individualized guidance on implementation. Fire Safety, CAL-OSHA & Emergency Evacuation Procedures All employees will receive training on earthquake and fire safety training including fire preparedness, fire mitigation, evacuation routes, and the location of all fire prevention equipment, personal protective gear, and first aid/ survival kits. The General Manager and one Shift Manager will specifically attend a 30-hour CAL-OSHA training course. Workplace Safety & Behavior Employees will be trained and strictly advised as to company policy with respect to the handling of cannabis material and waste, environmental mitigation plans, social media, cell phones, alcohol and drug use, service animals and pets, personal hygiene and dress code, food storage, and personal items, and a zero-tolerance policy on harassment and violence. Technology Employees will be provided regular training on how to properly utilize all software and systems related to their role. This includes training on BioTrackTHC, iHeartJane online ordering, Onfleet delivery, Hypur payment systems, Headset, Helix Cannalytics, G-Suite, and Microsoft Office. 2.4. 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. In compliance with City of Fresno requirements, Yuma added a specific recruitment plan section to the overall workforce plan provided in Section 2.8. Target Recruitment Campaigns:​ It is Yuma’s goal to target hiring campaigns that will promote hiring within specific groups identified in criteria listed in the Social Policy Section 9-3316 (b) (1) of the Fresno Municipal Code (“FMC”)(“Target Groups”). Here are specific advertising campaigns that Yuma included in our hiring plan: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 6 Product Offerings Employees are trained to distinguish between different strands and types of manufactured cannabis products. All Dispensary Associates should be able to guide customer experience and be able to provide information on product types, ingredients, potency, and methods of consumption. Ongoing Continuing Education Each employee will be required to complete at least eight (8) hours of Continuing Education per year, with an additional opportunity for another four (4) elective courses, selected by our General Manager and Human Resource Manager based on the individual’s specific roles, interest, and responsibilities. These courses allow employees to develop additional skills and competencies. All Continuing Education courses will be chosen from a variety of online classes via registered and respected Education Vendors: TMCIGlobal, The University of Vermont, Oaksterdam University, etc. All training materials and course completion records will be retained for a minimum of seven (7) years and made available for inspection upon request. Target Group Outreach Initiatives Family income less than 80% AMI ●Bilingual (Spanish/English) local job postings on Indeed ●Advertise job postings and training with local non-profits, faith based organizations, and newspapers. ●Offer career opportunities for those without educational or vocational experience. ●Advertise job postings at governmental benefits offices. ●Conducting local job fairs CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 7 Convicted for a cannabis related crime that could have been prosecuted as a misdemeanor or citation under current State law ●Offer expungement services for those with cannabis convictions ●Encourage application to our incubator program ●Utilize company paid volunteer time for mentorship and clinics ●Fund educational initiatives ●Host job fairs targeted to those harmed by cannabis prohibition ●Post job postings in the Community Rural Legal Assistance Group offices Lived in a low to moderate income census tract in the city for a minimum of three (3) years ●Bilingual (Spanish/English) local job postings on Indeed ●Advertise job postings and industry training with local non-profits, faith based organizations, and newspapers ●Host job fairs in low to moderate income census tracts ●Advertise in unemployment offices and organizations that help with employment ●Advertise in vocational schools and colleges ●Internship programs Veterans ●Create specific posters targeted to Veterans ●Flag Indeed job posting as Veteran friendly ●Advertise training programs and job posting with local veterans organizations ●Partner with local veterans organizations for job fairs ●Encourage application to our incubator program Former foster home youth who were in foster care as a minor. ●To the extent permitted, advertise job opportunities and training to former foster home youth through local foster home focused non-profits organizations ●Fund educational initiatives ●Encourage mentorship from employees with paid volunteer time Unemployed ●Bilingual (Spanish/English) job postings on Indeed ●Advertise job postings and trainings with non-profits, governmental organizations, faith based organizations, and local newspapers In achieving the above initiatives, we have established working relationships with the following community partners: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 8 ●Offer career opportunities for those without educational or vocational experience ●Encourage application to our incubator program ●Encourage participation in industry job fairs ●Advertise in unemployment offices Receiving public assistance ●Bilingual (Spanish/English) job postings on Indeed ●Advertise job postings and trainings with non-profits, governmental organizations, faith based organizations, and local newspapers ●Offer career opportunities for those without educational or vocational experience ●Encourage application to our incubator program ●Encourage participation in industry job fairs Community Partner(s) Partner’s Mission Target Group(s) Fresno Economic Opportunities Commission (“EOC”) along with America’s Job Center, and Onward CA Established in 1964, Fresno EOC is a non-profit Community Action Agency that provides opportunities, strengthens self-sufficiency, and offers support for all people. We listen to the needs of the communities we serve to create effective programs and services. Fresno EOC is at the forefront, continuing the war on poverty with over 35 programs dedicated to getting people the help they need to achieve their goals. ●Family income less than 80% AMI ●Unemployed ●Receiving public assistance ●Lived in a low to moderate income census tract in the city for a minimum of three (3) years California Rural Legal Assistance Group of Fresno (“CRLA”) and Central California Legal Services (“CCLA”) The CRLA reaches over 42,000 individuals a year through a combination of advocacy strategies that: 1) increase access to high-quality, no-cost legal services; 2) ensure the equitable and fair distribution of resources in rural communities; and 3) ●Convicted for a cannabis related crime that could have been prosecuted as a misdemeanor or citation under current State law. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 9 protect the rights of low-income individuals to seek justice under the law. Newspapers Vida en el Valle​ & The California Advocate Vida en el Valle​ is a free, bilingual (English/Spanish) newspaper covering ethnic society and culture. The California Advocate​ is the Central Valley’s African American newspaper. Serving the needs of Fresno and the Central Valley of California since 1967. ●Family income less than 80% AMI ●Unemployed ●Receiving public assistance ●Lived in a low to moderate income census tract in the city for a minimum of three (3) years Foster Care Agencies, such as, Kids Kasa, Transitional Children’s Services, ​Quality Family Services, and Angels of Grace Serve abused and/or neglected children who have been removed from their homes and are in need of loving, nurturing and competent foster families. ●Former foster home youth who were in foster care as a minor. San Joaquin Valley Veterans, CAL-VET & vetjobs.com Assist with adjustment to civilian life, homeless prevention, housing and transportation assistance, employment guidance, legal resources, transitional living. ●Veterans Houses of Worship in low to moderate income areas such as Step of Faith, Community United Church of Christ, and the Iglesio Center Familiar Provide faith-based services, social programming and support for the local community served. ●Lived in a low to moderate income census tract in the city for a minimum of three (3) years ●Family income less than 80% AMI ●Unemployed ●Receiving public assistance Yuma is committed to creating jobs specifically to satisfy the employment needs of the target employment groups in the communities we serve. In Colorado, the majority of our workforce was hired as entry-level personnel. With our ​Path to Success Program​, many quickly reach their goals and progress into management roles. Our Fresno operations will have a goal of hiring at least two-thirds (⅔) of our workforce from target groups, and will also ensure that we have bilingual staff on hand available at all times. The largest universities in Fresno are California State University-Fresno, Fresno City College, and Fresno Pacific University. We enjoy hiring university students, and specifically creating internships for those over 21 years old who are looking for training in specific areas. Many working students can afford rent, but do not earn a livable wage, allowing them to save up for security and utility deposits or emergencies. In anticipation of the license, Yuma started our hiring process already by advertising potential jobs to local city residents. We received hundreds of applications from interested candidates. General Hiring Practices: ​When hiring, we seek applicants that are not just qualified and experienced, but also those who exhibit honesty and integrity, are customer-focused and willing to invest the time it takes to build a prospering business benefitting all stakeholders. Navigating this complex and evolving industry requires the ability to respond rapidly. We seek applicants that can adapt and are comfortable with change. We value initiative and education, both formal and experiential. Given the entrepreneurial nature of our founding leadership team, it stands to reason that we value this as a character trait in our applicants and evaluate for such through our interview process. In line with the City's objectives outlined in the General Plan, Yuma’s hiring goals will help keep residents skilled in cannabis in Fresno by providing local employment opportunities. The positions are structured to optimize cross-training potential and provide opportunities for advancement. Employees are encouraged to share their interests and talents with leadership so that opportunities to showcase them may be considered. Utilizing a functional organization structure, we are able to make decisions and implement new ideas at a more rapid pace than some of our larger competitors. This structure provides employees with opportunities to learn from others with similar skill sets and take on greater responsibility as they demonstrate new competencies. Employment Verification: ​Applicants undergo thorough employment verification including references checks, validation of state or federally issued identification, Social Security verification, and background checks via IdentoGo. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 10 Employee Licensing and Verification​: Employees will be granted varying levels of facility access and software permissions based on their role in the organization. Copies of all licenses and credentials as well as a list of Access Permissions will be kept on file with Human Resources. Conditions of Employmen​t: Yuma maintains a zero-tolerance policy regarding any violations of company safety and security procedures; violations shall lead to immediate dismissal of any employee committing such violations. Vendors and Subcontractors:​ When hiring subcontractors, whether for temporary or permanent positions, Yuma intends to build a relationship with local vendors, who in turn typically employ people from their communities. We look forward to working with local contractors on the build-out of our facility, installation of its security and surveillance system, and ongoing maintenance needs. To this end, we have already started to establish relationships and source potential local vendors for security and surveillance services (alarm, surveillance and onsite armed guard contractors), engineers, architects, general contractors and subcontractors. Additionally, we intend to utilize local businesses, with preference given to women-owned, veteran-owned, minority-owned, and disability-owned companies, for items such as cabinetry, facility services, signage, printing, and packaging services. New Hire Orientation: ​Our initial orientation is mandatory for all employees, and shall be conducted by the General Manager and HR Manager. The three (3) day orientation program will include training described in greater detail in section 2.1. Standards of Conduct: ​Employees are expected to accept certain responsibilities, adhere to accepted business and professional principles in manners of personal conduct, and exhibit a high degree of personal integrity at all times. This responsibility not only involves sincere respect for the rights and feelings of others, but also demands that both in their professional and personal life, employees refrain from any behavior that might be harmful to the employee, co-workers, and/or the Company or that might be viewed unfavorably by current or future clients or by the public at large. Yuma expects the following standards of behavior: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 11 Compliance with all applicable local, state, and federal laws Complete confidentiality and discretion with respect to client information 360° Continuous Feedback: ​We actively encourage employees to provide constructive feedback to improve their work environment, compensation, benefits and labor-related matters. Based on employees’ feedback obtained during performance reviews and anonymous surveys, the company has advanced substantial improvements in labor practices, compensation, and benefits packages. Diversity: ​In compliance with ​Title VII of the Civil Rights Act of 1964,​ our corporate policies prohibit discrimination against any applicant or employee on the basis of race, color, sex, gender identity, age, religion, disability, national origin, ancestry, sexual orientation, marital status, parental status, military service or discharge status or source of income. Yuma is committed to the principles of affirmative action and equal employment opportunity for all applicants and employees. We are a firm believer and promoter of diversity within our ownership, operations and customer base. We believe that diversity gives us a competitive advantage and is one of the key contributing factors to our success. This is evidenced by the fact that our company is co-owned, operated and managed by a vast majority of women, and all of our founders are immigrants. Veterans: ​At Yuma we believe that veterans’ leadership, integrity, ability to work under pressure and commitment to service will make for valuable assets to the Company. Accordingly, we will actively seek veterans to fill key roles within our organization. The Americans with Disabilities Act (“ADA”): ​Hiring and making workplace accommodations for disabled workers offers tremendous opportunities for enhancing a disabled CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 12 Refrain from using any substances that impair alertness or ability to perform assigned tasks including, but not limited to, cannabis, drugs or alcohol during working hours and at the place of work Agent Identification Cards, issued by the company, must be worn at all times while at work. The employee's picture and name must be clearly visible at or above the waist. If the employee does not have an identification badge, they will not be permitted to work Courtesy, kindness, professionalism, and respect towards customers and coworkers Refrain from bringing children, friends or pets to the workplace Good personal hygiene and appropriate attire. Employees must dress in a way that promotes a professional image and conveys respect for our patients, customers, and visitors Adherence to the schedule that is provided by the management worker’s quality of life. Per ADA, Yuma will provide reasonable accommodation to qualified applicants and employees with a disability by modifying or adjusting a job and work environment, or the general method of performance in a way that enables a qualified individual with a disability to enjoy an equal employment opportunity. 2.5. Local Management. Bringing local talent plays an important logistical part in the business operations. Jessica Reuven, co-founder and Chief Compliance Officer, currently resides within commuting distance, and has been traveling to Fresno regularly to engage in pre-application activities that include community and neighborhood outreach, prospective employee interviews, local partner selection, and more. She will be in close communications with the General Manager to oversee day-to-day operations, ensuring regulatory compliance while also acting as a community relations contact. Ms. Reuven intends to establish a residence in Fresno to further promote a continued ownership presence at the facility. Beyond the initial phase, Ms. Reuven plans to oversee the Fresno store in person at least three times per week. Co-founders Rita Tsalyuk and Kirill Merkulov have put in place plans for weekly Zoom meetings with Fresno leadership and staff, as well as monthly site visits to afford staff a direct communication channel to the full ownership team. All management personnel will reside within 30 minutes from the proposed location. 2.6. The number of employees, title/position, and their respective responsibilities. As previously discussed in other sections throughout this document, we intend to hire 80% of our staff from the local Fresno area. Additional leadership and consultants will be engaged via our Colorado-based affiliate, Yuma Way LLC. Details regarding the titles, positions, and respective responsibilities are outlined below, though all employees are cross-trained to be able to fulfill all non-managerial responsibilities. Organizational Chart: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 13 Corporate Leadership Team: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 14 Rita Tsalyuk Chief Executive Officer (CEO) As CEO, duties include oversight of all day-to-day operations and business activities across all companies; Developing business strategies to meet short and long-term objectives in alignment with the vision determined by LLC members; Partner with CFO and CCO to ensure financial strategies deliver continued growth in a competitive and evolving industry; Developing strong relationships with all stakeholders including owners, regulatory agencies, state legislators, partners, vendors, and community organizations; Overseeing Quality Control (QC); Completing risk analysis on potential investments and preparing annual budgets; Representing the organization for media relations, government agency outreach and community events; Working closely with Human Resources (HR) regarding hiring practices, payroll, benefits administration, training coordination and establishment of goals. Kirill Merkulov Chief Financial Officer (CFO) As CFO, duties include: Ensuring the financial well-being of the organization by effectively managing financial resources, providing projections, analyzing strategic options and providing accounting services, including preparing growth plans; Developing organizational strategies and communicating such to leadership; Resolving operational challenges; Developing revenue opportunities, cost reduction strategies and managing financial performance; Leading and participating in educational opportunities. Staff Roles: We anticipate creating twelve (12) additional new positions within three months of license approval and twenty (20) to twenty-five (25) employees at full capacity. Yuma models its hiring practices on its affiliate organization - Yuma Way LLC - which prides itself on its diverse workforce and particularly seeks to provide opportunities to those who have been disadvantaged by cannabis enforcement, as well as to veterans, disabled persons, women, and minorities. In order to accommodate for PTO, changes in customer demand, and other unforeseen circumstances our best practices also require that all staff be cross-trained so that each employee can fulfill non-management related duties. In addition to the unique qualifications that each role below dictates, all Yuma staff must meet the following minimum requirements to be considered for hire: (1) At least 21 years of age or CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 15 Jessica Reuven Chief Compliance Officer​ ​(CCO) As CCO, duties include: Providing accurate and timely counsel to executives on a variety of topics including Labor Law, partnerships, and corporate finance; Negotiating with external parties, as needed; Providing specific internal governance policies and oversight to compliance and regulatory contingent staff, as needed; Researching and evaluating various risk factors regarding business decisions and operations; Applying effective risk mitigation techniques and offering proactive advice on various concerns; Drafting and solidifying agreements, contracts, and other legal documents to ensure the company’s full legal rights. Acting as community relations contact for all businesses and neighbors in close proximity to the store. Igor Tsalyuk Chief Technology Officer (CTO​) As CTO, duties include: Maintaining company’s multi-location IT infrastructure platform according to varying regulations; Proactively manage IT system components (i.e. telecom equipment and services, core network operation function) to increase service levels, uptime and efficiencies; Evaluate, recommend and implement new or updated technology to enhance offerings and security and increase productivity; Develop and implement corporate-wide IT policies; Assess state security, surveillance and IT requirements prior to licensing bids to ensure facilities exceed regulations; Select and manage various software vendors including BioTrackTHC​®​, Headset​®​, Leafly, and iHeartJane; Ensure compliance with various regulations. ensure facilities exceed regulations; Select and manage various software vendors including BioTrackTHC​®​, Headset​®​, Leafly and iHeartJane; Ensure compliance with various regulations. older; (2) High school degree or equivalent; (3) Legally available to work in the United States with all required documentation; (4) Consent to and pass a criminal background check; (5) Ability to stand for a long period of time; (6) Ability to adapt and learn quickly; (7) Proven track record of excellent customer service; and, (8) Ability to conduct cash handling, (9) Basic Computer and good communication skills; CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 16 To Be Hired General Manager General Manager duties, include but are not limited to: Overseeing the day-to-day operations of the facility including financials, physical inventory, storage of cannabis, leading a team of employees, approving scheduling staff and overseeing the cleanliness of the facility; Maintaining a professional, safe and compliant distribution process; Ensuring delivery routes and times are reported to the Bureau on a daily basis by Shift Managers; Ensuring day-to-day compliance and reporting. The General Manager will assume the responsibilities of a Security Director, being ultimately responsible for compliance with security protocols, and addressing security concerns in coordination with CCO and Security Consultant. The Security Director is responsible for all aspects of Security Plan, including management of all security technology, transportation security, access control to facilities, training of employees, visitors and for the contracting and supervising of licensed security contractors. The Security Director will be additionally responsible for theft prevention, plan auditing, systems testing and for ensuring that minors do not enter the premises. The General Manager will also assume the responsibilities of an Inventory Manager, being ultimately responsible for the inventory protocols, and addressing inventory control issues in collaboration with the CCO and CEO. The Inventory Manager will be responsible for accurate and timely reporting to the Bureau of Cannabis Control, Chief of Police, and other relevant entities. He/she will also monitor inventory reconciliations, and ensure that all employees are properly trained on inventory control procedures. Partnering with CEO to investigate any adverse loss of cannabis; Ensuring an adequate supply of products for daily operations; Maintaining verifiable product knowledge of cannabis forms, doses, methods of consumption and the ability to explain various treatment procedures and use of the product; Ensuring all products are compliantly labeled and items requiring special handling are managed according to package instructions; Disposal of contaminated supplies; Providing a positive example of professionalism and exceptional work ethic to mentor and train a team of varying backgrounds. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 17 In this role, we prefer a candidate with a Bachelor’s Degree and at least 2 years experience of managing a successful cannabis retail operation. A successful candidate will have an understanding and capacity for thorough knowledge of state and municipal regulations, strong communication and decision-making skills and the ability to train others. Point of Sale (“POS”) operation and reporting experience is essential to this role. To Be Hired Human Resources (HR) Manager HR Manager duties include: Conducting full-cycle recruitment for all operating departments of the company; Handling and escalating any employee relations issues, complaints, allegations and conducts any necessary investigations with personnel; Maintaining compliance with all federal, state and local regulations; Assisting with unemployment claims, wage garnishments and workers compensation claims; Interprets HR policies and procedures to assist employees with questions about insurance claims, benefit plans while serving as a liaison between employees, leadership and local operations; Engages with staff and management to ensure adherence to employee handbooks and SOPs; Delivers new hire orientation and fosters a positive work environment consistent with company values. In this role, we prefer a candidate with a Bachelor’s Degree or 4 years of experience related to Human Resources, Business, or Organizational Development. SHRM certification is preferred but not required. A successful candidate will have the ability to work on several projects at once, have excellent communications and interpersonal skills, and provide creative solutions to organizational challenges. To Be Hired Shift Managers (2-3) Shift Manager duties include: Managing and directing dispensary operations while abiding by policies, procedures and operational guidelines; Notifying Bureau of delivery routes and times on a daily basis; Working with CCO and General Manager to investigate and report any adverse loss of product; Monitoring all transactions and cash currency within retail store including preparing bank deposits, counting drawers and deposits and performing recordkeeping duties relate to cash handling; Maintaining knowledge of all strains of cannabis as well as the legal forms available to dispense and quantity limits; Monitoring sales floor for staffing needs, products or security issues; Providing concierge-level customer service and appropriately responding to customer needs; Assisting the General Manager in the execution of the Inventory Control Plan; Ensuring daily compliance; Ensuring items are correctly priced in POS system; Ensuring cleanliness and organization of facility; CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 18 Providing training, education, guidance and mentorship to junior staff; Providing coverage for support positions during staff shortage(s), meal or break times or higher than normal sales volume to support general operations. In this role, we prefer a candidate with an Associates Degree or a combination of education and experience. At least 2 years as a cannabis industry retail manager with POS operation and reporting experience is required in this role. A successful candidate will have an understanding and capacity for thorough knowledge of state and municipality regulations, have the ability and desire to train others, maintain strong communication, and possess excellent decision-making skills. To Be Hired Dispensary Associate(s) (4-8) Dispensary Associate duties include: Providing concierge-level customer service to customers and appropriately responding to inquiries and escalating issues, as needed; Validating customer credential and prescriptions; Maintaining and continuously improving knowledge of all strains of cannabis as well as the legal forms to dispense and their quantity limits; Following all policies and procedures including inventory control, recordkeeping, security, dispensing cannabis and patient education; Arriving on time according to shift schedule; Cleaning and organizing facility prior to open and close; Stocking inventory items; Understanding and maintaining compliance with HIPAA guidelines; Providing coverage for support positions to cover staffing shortage(s), meal or break times, higher than normal sales volume or to support general operations. In this role, we prefer candidates with customer service, cash handling and retail POS experience. To be successful in this role, candidates should deliver concierge-level customer service, anticipate customer needs and possess excellent communication skills. To Be Hired Receptionist (2-3) The Receptionist will: Manage and record the inflow and outflow of customers entering and exiting the facility; Validate customer credentials for age verification and facility access; Maintain security by following procedures, maintaining visitor and delivery logs and issuing visitor badges; Ensuring inventory menus are current both in-store and on social media channels, cannabis-specific applications like Leafly, WeedMaps, Cannasaver; Provide concierge-level customer service and professional phone support; Receive, sort and forward incoming mail; Maintain and route publications as needed; Coordinate pick-up and delivery of express mail services (FedEx, UPS, etc.); Assist with other clerical duties such as photocopying, faxing, filing and Yuma Contingent Team:​ ​We have partnered with leaders in the security, fire safety, and legal and compliance industries to provide management, guidance and staff augmentation in an effort to stay lean while maintaining the highest levels of compliance. Contingent teams allow leadership to maintain focus on the organization’s top priorities while ensuring that functional areas have the support and guidance needed to deliver quality results. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 19 collating; Maintain facility cleanliness and create an inviting waiting area for customers; Serve as functional backup for other departments, as needed. In this role, candidates must have customer service, cash handling and retail POS experience. Successful candidates in this role will possess excellent oral and written communication skills and deliver concierge-level customer service support. To Be Hired Delivery Driver(s) (2-4) Delivery Driver(s) will: Route and verify contents of assigned delivery orders prior to leaving the facility; Assist with order fulfillment if Dispensary Associate is unavailable; Communicate with customers via phone and/or text regarding delivery status; Deliver orders discreetly and professionally; Verify and photograph patient documents; Follow proper cash handling procedures; Log miles and hours in a timely manner. In this role, a candidate must possess a valid state driver’s license. Customer service, transportation/delivery, cash handling and retail POS experience is expected. A successful candidate in this role must also possess excellent written and verbal communication skills. Lisa Collins Compliance Analyst Duties include: Managing compliance communications between facility, leadership and state regulatory departments; Directing complex recordkeeping and tracking efforts; Partnering effectively with the CCO to escalate and address compliance issues; Maintain Standard Operating Procedures (“SOPs”) and ensure they are updated to reflect changing regulations; Train managers and staff on compliance practices and procedures, HIPAA; Draft proposed policy and regulator guidance for state and local initiatives. Matt Carroll Security Duties include: Quarterly audit of surveillance equipment to ensure functionality and compliance; Establish relationships with local law enforcement agencies and the community to ensure positive interactions and build rapport and trust; Manage and monitor the bid and installation process from qualified physical security contractors and equipment providers such as CCTV, alarms, surveillance, access control, inventory control, gates, fencing, lighting, safes, vaults, welders; Develop and provide security-related training. Yuma will employ within one year of receiving a commercial cannabis business permit, one supervisor and one employee who have completed a Cal-OSHA industry outreach course offered by a duly authorized training provider (FMC 9-3316(c)). 2.7. Number of employees and unionization. One of the most exciting elements of opening a new store is our ability to create jobs and opportunities for advancement for talented local individuals. Yuma anticipates creating twelve (12) additional new positions within three months of license approval and twenty (20) to twenty-five (25) employees at full capacity. The workforce selected will be reflective of the diverse population that Fresno has to offer, and we particularly pride ourselves on providing CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 20 Consultant Jack Collings Fire Safety Consultant Duties include: Perform on-site inspections to verify compliance with approved plans and regulations; Review plans and specifications of buildings, fire protection equipment and industrial processes, pursuant to Federal, State, and Municipal fire protection codes, ordinances and guidelines; Interpret all applicable fire protection codes, ordinances, and guidelines to apply to plans and educate all parties involved in the use of plans; Compose field reports of corrective actions to architects, engineers, and contractors in order to remedy deficiencies noted in plan inspection and/or review. Marketing Consultant Duties include: Implement marketing, branding, SEO and advertising plans; Coordinate all media contact, requests, and communications; Participate in the editorial direction, design, production, and distribution of marketing materials including publications and digital assets; maintain assets including website, video and electronic menu systems, brochures, line cards, digital and print content. opportunities to those who have been disadvantaged by cannabis enforcement, as well as to veterans, disabled persons, women, and minorities. Although Yuma Way CA as a small business with under twenty (20) employees is not currently bound to form a labor peace agreement under the requirements of ​Assembly Bill 1291​and is also not bound under FMC §9-332, as we currently have under five (5) employees, we are extraordinarily supportive of unionized labor and have already entered into an initial agreement to collaborate with bonafide labor union organization, UFCW 08 with a fully executed labor peace agreement to be signed within thirty (30) days of Yuma either receiving a license award from the City of Fresno or reaching a capacity of five (5) employees, whichever is first to occur. ​Yuma will comply with the National Labor Relations Act (“NLRA”) in the following ways: Our CEO and CCO are responsible for ensuring compliance with all NLRA, LMRA, and NLRB requirements. 2.8. Workforce Plan. Yuma is an organization built on a solid foundation developed by the experience of our leadership team. The founders are a team of highly-qualified entrepreneurs who currently lead enterprises with well over two hundred people in a variety of heavily-regulated fields, including cannabis enterprises, health care, real estate, construction, land development, law and finance. Treating our employees with the utmost dignity and respect, along with a commitment to cultivating leadership from within our fundamental values within our organization. By adapting successful models from our other enterprises, our leadership team has been able to recruit top talent to manage and lead throughout various levels of the organization. In addition to hiring locally and providing opportunities for advancement, we look forward to partnering with community leaders and organizations to assist other small businesses with their growth and development. At Yuma, we believe that our company is only as good as our employees. Yuma takes an intentional approach to its hiring process. We examine our hiring plan at least annually and align CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 21 ●We fully support our non-management employees in their union-related affiliations, as well as activities, focused on improving the terms and conditions of their employment; ●We will not change the terms of our collective bargaining agreement and condition of employment without first seeking a bargain with the union. it with company goals, operating demands, legal requirements, and business licensure criteria. Prior to finalizing hiring plan initiatives, the HR Manager initiates research, provides detailed reports and makes recommendations. We carefully reviewed criteria listed in the Social Policy Section 9-3316 (b) (1) of the Fresno Municipal Code (FMC), and were able to adapt the city’s criterias in its entirety. Yuma’s Workforce Plan consists of three phases: 1) Pre-hiring phase; 2) Training phase; and 3) Post-hiring phase. The pre-hiring phase consists of research evaluation, specific considerations and reporting. Research and data evaluation: ​According to The State of California’s Employment Development Department (“EDD”), the unemployment rate in Fresno County was 9.3% in October 2020, down from a revised 10.1% in September 2020, and above the year-ago estimate of 6.1%. This compares with an unadjusted unemployment rate of 9.0% for California and 6.6% for the nation during the same period. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 22 We have reviewed City population data from different sources. The 2020 population based on ​https://worldpopulationreview.com/​ is 538,195 Based on information provided by datausa.io, in 2018, Fresno had a population of 530,000 with a median age of 31.5 and a median household income of $49,813. Between 2017 and 2018, the population grew from 527,422 to 530,073, a 0.503% increase and its median household income grew from $48,600 to $49,813, a 2.5% increase. . The median property value in Fresno is $257,200 and the homeownership rate is 44.2%. Most people in the area commute by single-occupied vehicles and the average commute time is 21.8 minutes. On average, Fresno residents own two cars per household. Specific Considerations: ​The COVID-19 pandemic has severely impacted many businesses, which have, in turn, impacted communities at large. We are excited to bring positive change to the City and its residents who may be struggling for new employment opportunities. In particular, people below the median household income level were affected by COVID-generated unemployment more than any other group. Recruitment process: ​Our recruitment process allows us to find qualified candidates quickly and efficiently. The process requires intentional planning and constant evaluation. By adopting a structured and comprehensive hiring process, we position the business for success by attracting the right talent. Being transparent when recruiting lets potential candidates know that we are honest, professional and that we care about their experience. Recruitment program components: ​Yuma identified several recruitment program components: ●Identifying hiring goals ●Implementing recruitment strategies ●Advertising to and attracting the right candidates ●Interviewing and hiring ●Talent retention ●Program review and re-evaluation Identifying hiring goals: ​Based on prior reports and analysis Yuma identified hiring goals for its Fresno locations. We are targeting groups of people that meet the following criterias: ●Industry experience and knowledge CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 23 The largest ethnic groups in Fresno are White (Hispanic) (32.7%), White (Non-Hispanic) (27.3%), Asian (Non-Hispanic) (13.9%), Other (Hispanic) (12.9%), Black or African American (Non-Hispanic) (6.25%). 64% of the people in Fresno, CA speak a non-English language, and 90.3% are U.S. citizens ●Ability to be trained and learn quickly ●Strong ethics ●Friendly personality ●Good communications and computer skills ●Local residence 2.8.1. Commitment to local hires. Yuma is committed to hiring locally and we have a target goal of hiring at least 80% of our talent from those who live in the City of Fresno (far higher than the 30% commitment required by the City). Bona fide residents of Fresno, defined as those who established residency prior to our application submission will comprise at least 30% of Yuma employees. Prior to opening any of our stores, we assess the availability of local talent to help manage our stores. To that end, our ownership team has initiated the interview process and received applications from well over one hundred City of Fresno candidates. We have since conducted interviews and have several qualified individuals selected who will be included in the final interview selection process for several positions at our company. These management positions include the store’s General Manager - a position that requires the candidate to live within thirty (30) minutes of our proposed location. Immediately upon award of the Permit, Yuma will organize a job fair specifically targeted to local Fresno residents, veterans, disabled persons, and those adversely impacted by the War on Drugs to further grow our professional team. We are strictly committed to hiring locally for all positions, and will advance our hiring and talent retention programs by ensuring we spread the word via local mediums. Job Advertisement: ​We will advertise job postings in local newspapers including ​The Fresno Bee, California Advocate, The Collegian​ of Fresno State, and ​Vida en el Valle​. Yuma will post positions, and coordinate job fairs and training opportunities with our various community partners, including the CRLA, CCLA, the Fresno Chamber of Commerce, the Fresno Economic Opportunities Commision, local houses of worship, local foster care organizations, and many other local organizations noted in section 2.4. Our Indeed ad will specifically target local candidates and we intend to advertise bilingually in English and Spanish to attract diverse candidates. Additionally we will advertise in Fresno’s colleges to students 21+ years old. Referral Program:​ Yuma will create referral programs with specific incentives to refer local candidates. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 24 Training:​ As the cannabis industry expands to new jurisdictions, many candidates in the local talent pool do not have direct cannabis experience. These candidates will benefit from Yuma’s extensive training programs, continuing education, ​Path to Success Program​, and management training in Colorado for management personnel. All training will be conducted in English and Spanish. Local Hiring Program:​ We will analyze reports and measure our local hiring program success at least once a year, but during the first year of operation quarterly. 2.8.2. Commitment to offer apprenticeships and/or compensation for continuing education in the field. An apprenticeship ​is a system for training of a trade or profession with on-the-job training and often some accompanying study (classroom work and reading). Apprenticeships will enable entry level employees to gain a license to practice in a cannabis regulated profession. Yuma introduced the apprenticeship program ​Path to Success​. Path to Success Program: ​The ​Path to Success​ Program allows the opportunity for rapid growth within our organization. Employees are eligible for contingent promotions with support from management, additional training (if needed to ensure success in the role), and an additional evaluation after 60 days. If the employee has successfully integrated into the role, the promotion will become finalized and associated compensation and benefits will be adjusted accordingly. This process allows employees at all levels to quickly develop new skills, climb the corporate ladder, and take the lead in their career development. Continuing education: ​Each employee will be required to complete at least eight (8) hours of paid Continuing Education per year, with an additional opportunity for another four (4) paid elective courses, selected by our General Manager and Human Resource Manager based on the individual’s specific roles, interest, and responsibilities. These courses allow employees to develop additional skills and competencies. All Continuing Education courses will be chosen from a variety of online classes via registered and respected Education Vendors: TMCIGlobal, The University of Vermont, Oaksterdam University, etc. All training materials and course completion records will be retained for a minimum of seven (7) years and made available for inspection upon request. Continuing education programs will be available in English and Spanish. 2.8.3. Commitment to pay a living wage to its employees. Paying a living wage creates an economy that works for everyone. Paying a living wage leads to increased worker morale, worker health, and improved quality of service. It also lowers turnover CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 25 rates, saving money for employers. Economic research shows that higher wages aid in job creation and in reducing turnover. We provide careers not jobs, and in order to attract the best talent and grow our business responsibly we need to treat our employees like we would our own family. We offer competitive wages and exceptional benefits and advancement opportunities. We benchmark employee compensation and benefits on an ongoing basis and adjust to each market’s unique circumstances. Further details about our compensation is outlined in ​section 2.1​ and benefits in section 2.2,​ while information regarding Yuma’s commitment to unionized labor is outlined in Section 2.7​. 2.9. Offering Social Equity Business Incubator Program. As cannabis regulations have come to ballot in various jurisdictions, each has formulated their own unique approach to creating social equity amongst candidates. Historically, cannabis prohibition at both the Federal and State level disproportionately impacted minorities and those who were already economically disadvantaged. When and where cannabis regulations have passed, the opportunities to become a part of the legal cannabis market have often been limited for those with prior cannabis convictions. Each jurisdiction understands, interprets and addresses social equity differently. Some focus on expungement initiatives to remove prior convictions from impacted citizens. Others reduce their application fees, limit the number of permits granted to non-equity candidates, award a greater number of points in licensing applications or create reinvestment funds to help provide the infrastructure and assistance potential business owners may need. Still, others develop social equity programs that include a mix of some or all of the above. As a woman- and immigrant-owned business, we are particularly sensitive to the needs and challenges of marginalized and disenfranchised groups. Our affiliate, The Coffee Joint, hosted the first Social Equity Forum in Colorado, which was pivotal in opening the door to those with cannabis felonies to apply for cannabis licensing. Yuma will apply the same commitment to diversity in our Fresno location where we intend to be a good partner to the City of Fresno in the development of its own cannabis equity program. As panelists and hosts of the newly-formed Colorado Social Equity Forum, our founders are spearheading advocacy work for social equity programs. Our affiliates currently offer access to resources such as Financial Literacy, Legal Literacy, and Business Operations mentorship to potential applicants that are deemed socially disadvantaged in the State of Colorado. City of Fresno identifies cannabis Social Equity Eligibility as: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 26 1. Low income household and either: a. A past conviction for a cannabis crime, or b. Immediate family member with a past conviction for a cannabis crime. 2. Low income household in a zip code identified as at least 60% according to the CalEnviroScreen for five (5) consecutive year period and either: a. A past conviction for a cannabis crime, or b. Immediate family member with a past conviction for a cannabis crime. 3. Low income household and either: a. Five (5) years cumulative residency in a zip code identified as at least 70% according to the CalEnviroScreen, or b. Ten (10) years cumulative residency in a zip code identified by CalEnviroScreen. 4. Business with no less than fifty-one percent (51%) ownership by individuals who meet Criteria 1 and 2 above. 5. Cannabis social enterprise with no less than fifty-one percent (51%) ownership by individuals who meet Criteria 1 and 2 above. 6. An individual with a membership interest in a cannabis business formed as a cooperative. Yuma’s Social Equity Business Incubator Program offers support to those who are eligible per City of Fresno guidelines. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 27 Support Type Description Mentorship Custom tailored mentorship programs for cannabis and ancillary cannabis businesses Training Industry Training, Product Training, SOPs Training Equipment donation Computers, printers, shelves, packaging, office supplies Percentage of shelf space dedicated to Fresno equity business products Fresno produced cannabis and ancillary products will have product placement priority, and we will dedicate at least 40% of prime retail shelf space to all Fresno cultivators and manufacturers, and specifically ones that are the part of the social equity program. We will also have signs directing customers to buy local and budtenders will be particularly educated on the story behind our local businesses to share with customers. Legal assistance Yuma has in-house legal and regulatory expertise. While we Our affiliates also participated in the state of Colorado Department of Revenue Marijuana Enforcement Division Accelerator Program Work Group. During the meeting, we discussed the Social Equity Leader Designation, Requirements for Endorsement Holders, Equity Assistance Plan, and an Equity Partnership Agreement. Yuma Way LLC will actively participate in the program as an Accelerator and Incubator as soon as the program is operational. We recently purchased an industrial building in Denver, Colorado to host four manufacturing social equity partners, and are planning to open a commissary kitchen in one under Yuma Way licensing. Removing barriers to gainful employment, particularly in these already-marginalized groups, is a benefit to the community and thus to the City. Yuma is dedicated to ensuring that low-income CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 28 will not serve as legal consultants, we will provide assistance on understanding state and city requirements and regulations, help complete applications, and understand the process of obtaining marijuana licensing. We will also educate incubees on best practices and HR requirements under federal and state law. Financial services assistance Yuma will offer qualified social equity partners financial assistance that consists of loans and grants. Yuma will offer loans that require collateral and no-collateral loans to qualified candidates, and grants for social equity partners with qualified business plans. Technical assistance support Business Plan Development, outreach, creating a business model, addressing Odor Control Plan, Waste Disposal, Nuisance Abatement, identifying specific business and social goals, assistance in identifying and securing business locations, assistance in recruiting, training, and retention of a qualified/diverse workforce. Purchasing Allowing social equity partners to benefit by utilising our bulk discounts while ordering and sharing our vendor reference base Marketing Assistance Promoting social equity partners on our website, via social media, joint marketing campaigns, and in-house apparel Real Estate & Construction Providing Real Estate and construction assistance expertise, sharing contractor lists, mentoring and training from our owners who share a combined individuals and community residents who have faced disproportionate harm from cannabis criminal enforcement are given every employment opportunity possible. Our goal is to have at least 51% of our workforce composed of those who have been disproportionately harmed. This would be inclusive of family members having been arrested or convicted of a cannabis-related offense and/or are classified as low income. We have established a partnership with California Legal Assistance Group (“CRLA”) and will volunteer with Central California legal Services (“CCLS”) to host expungement clinics for Fresno residents to have marijuana-related convictions eradicated from their criminal record. In addition to financial support, our partnership will include a commitment from our ownership team to participate in CRLA training courses to help run the clinics. Yuma plans to initiate the Cannabis Social Equity Program as soon as our license award has been announced. We will open opportunities for Social Equity Partnerships to local Fresno residents, and specifically, ones that have financial challenges, were disproportionately harmed by the war on drugs but who possess an entrepreneurial spirit, strong ethics, and willingness to contribute to the City. We will tailor our program based on further guidance from the City. Below is a program schedule: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 29 Weeks 1-2 Create a website and social media channels for the promotion of our Social Equity Program Weeks 3-4 Digital Campaign to promote awareness of the Social Equity Program, meeting Weeks 5-6 Schedule Social Equity Forum to announce the program and identify specific needs Weeks 7-8 Conduct classes on Cannabis regulations, operation, financing, and marketing. Identify 3-5 social equity partners. Weeks 9-10 Work with our social equity partners to create customized programs based on their strengths and weaknesses. Weeks 10-20 The company provided Education, Internship, and Financial Assistance Weeks 20+ Company Certification of Social Equity Partners and Continued Guidance and Support with Chamber of Commerce, meet with identified social-equity partnering non-profit organizations Yuma plans to commit financial and staff resources - as well as technical support - to budding social equity businesses. Our support is not limited to licensed industry business, but also cannabis-supporting businesses like packaging, waste management, security, etc. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 30 Table of Contents 3. Neighborhood Compatibility Plan 2 3.1. Proactive response to complaints related to noise, light, odor, vehicle, and pedestrian traffic.2 3.2. Avoiding becoming a nuisance or having an impact on neighbors and the surrounding community.4 3.3. Odor Mitigation Practices 8 3.4. Potential Sources of Odor.8 3.5. Odor control devices and techniques employed to ensure odors are not detectable beyond premises.9 3.6. Describe all proposed staff training, and system maintenance plans.11 3.7. Describe the waste management plan. The plan shall include waste disposal locations, security measures, and methods of rendering all waste unusable and unrecognizable.12 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 1 3. Neighborhood Compatibility Plan 3.1. Proactive response to complaints related to noise, light, odor, vehicle, and pedestrian traffic. We recognize that the City of Fresno is a vibrant community with a precise vision for a socially, environmentally, and economically responsible strong future. With the introduction of the proposed Yuma retail dispensary, we endeavor to contribute to that vision by developing a vigorous good neighbor policy with the maintenance of a safe, secure, sustainable and aesthetically appealing facility, coupled with ​a strict procedure for addressing community concerns, including those related to noise, light, odor, and vehicle or pedestrian traffic. Noise Complaints​: We anticipate that the noise level at the location will be well below the requisite exterior sound standards with a Community Noise Equivalent Level (“CNEL”) of no more than 65dBA during business hours as required by Fresno Municipal Code​ §10-102.​ We will ensure that we communicate with our neighbors and encourage them to submit even minor noise complaints that will be entered into the incident log and resolved within 24 hours or escalated to the CEO. This reinforces our commitment to excellence by partnering with community members and ensuring issues raised are resolved in a timely manner. Any loitering in or around premises will be monitored and strictly prohibited. Restrooms will be locked and under management control. During the construction phase, we will limit noise-generating construction activities to business hours. Any music played in our store will also be of a soft, ambient, and inoffensive quality, and will be kept at low levels (under 50 dBA) so as not to disturb neighboring businesses. Light Complaints: ​We understand that excessive lighting is a disruptive nuisance to the neighborhood, so our lighting design is particularly designed to integrate with our surroundings in an aesthetically pleasing way while adequately addressing our security needs. Factors we consider in our design include the propensity for crime in an area, attention to the inconspicuous facade, and the importance of an unobstructed parking lot and entrance which is free of vegetation. Because the rate of violent crime in Fresno is substantially higher than the State of California as a whole, with 5.77 incidents of violent crime per 1,000 residents, compared to 4.47 for California [source: neighborhoodscout.com], we will ensure our security and design plans meet the strictest standards with regular updates to address particular concerns. Most neighboring businesses in our shopping center have added motion-activated supplemental shielded, downward-angled LED lights in their front entrance. For the exterior of our Fresno store, we will utilize white light-emitting ​LED lamps with full cutoff fixtures to limit glare and light trespass. Color temperature will be between 2700K and 4100K with a color rendering index CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 2 of 80 or higher and a light loss factor of .95 or better. These lights will match the existing ones used by neighbors. Broken or damaged exterior lighting will be repaired or replaced within 48 hours of being reported. Yuma will promptly respond to light complaints. As with other types of complaints, every light complaint will be logged in the Incident Log and resolved per Incident Log procedures with appropriate escalations and with a target response within 24 hours. Yuma will provide to all businesses and residences located within one hundred (100) feet of the proposed location the name, telephone number, and email address of a community relations contact to whom notice of problems associated with the business. Odor Complaints: ​Yuma understands that cannabis odor can be an offensive nuisance, and we proactively address potential odor concerns through our rigorous odor mitigation practices outlined below in ​Section 3.3​. We expect our dispensary to generate no odor in the process of its operation. However, in the unlikely event of potential odor detection, every complaint from local community members will be logged, reported to management, and promptly addressed as soon as possible. We will utilize the best available odor control technology. Vehicle and Pedestrian Traffic Complaints: ​Yuma will not disturb the existing right of way nor pedestrian access and will not cause a hazard to vehicle or pedestrian traffic. We will also not require the addition of any new parking or loading spaces. Traffic generated and patterns of access and egress will not cause congestions, hazard or a substantial change in the neighborhood character. Yuma anticipates that approximately 20-30% of customers who come into the store will travel by public transit, private ride share service, by foot or bicycle; and the remaining customers will arrive by private vehicle. We have ample parking on our site.. As part of our green initiative, Yuma incentivizes customers to arrive by public transport, bicycle, and ride sharing services by offering a discount of 5% of final ticket price to customers who present their bus pass, rideshare receipt, or bicycle helmet at checkout. Based on State’s social distances guidance, Yuma will also offer private busing from retirement homes and adult daycares to make our store accessible to elderly clientele. Employees will be encouraged to arrive by public transport and by bicycle by receiving subsidizing Fresno Area Express and Caltrans Transit passes, arranging employee pick up from Park n’ Ride locations, and reimbursing employees for bicycle maintenance, repair, and storage costs. In fact, a deciding factor in selecting our location was the fact that the Fresno Area Express has a bus stop just minutes from our store. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 3 Yuma is a sophisticated cannabis operator and as such we have a comprehensive client service plan to avoid lengthy wait times and further cause build-ups of vehicle and pedestrian traffic. Included in our service plan is: ●4 Point of Sale (“POS”) locations throughout the store with an average service time from admittance to check out of 6-8 minutes; ●Encouraged use of online ordering with faster check-out times with a 4 minute service average; ●Encouraged use of delivery to further minimize vehicle and pedestrian traffic in our area by approximately 20-25%; and ●Installation of additional bicycle racks in front of our store based on demand Yuma has proactively approached our neighboring businesses to determine how to best facilitate a healthy and expeditious flow of traffic from our store. We are confident that the plan presented will effectively abate any potential build up of vehicle and pedestrian traffic caused by our operations, but in the rare event that incidents do arise, we will proceed with entry and resolution of the incident per the Incident Log protocol. Our management team has also committed to quarterly review of the Incident Log to further identify opportunities for enhancements. COVID-19 and Social Distancing: ​In light of the ongoing issues with management of COVID-19 in the United States and anticipated health risks to retail staff and customers, Yuma is fully prepared to enact strict measures to ensure the safety of those present on premises by following the strictest government-dictated measures and beyond. We are prepared to immediately implement proactive measures, including social distancing, sneeze guards, face masks, additional cleaning and sanitization of the facility, encouraging online ordering, and other measures that may be recommended. We have successfully implemented these measures across our affiliated Colorado-based facilities and have shown that we can be adaptable to ever-changing business, economic and societal needs. 3.2. Avoiding becoming a nuisance or having an impact on neighbors and the surrounding community. Yuma’s commitment to being a good neighbor and friend to its local community goes beyond mere compliance with municipal and state regulation. We have a comprehensive multi-component program detailed below which prevents any potential complaint before it arises, and we will re-visited this program annually. In the event that a complaint is received, it will be logged and addressed immediately, and company’s practices will be re-evaluated. Local Management: ​Yuma owner, Jessica Reuven will act as our community relations contact, and she along with the General Manager, will proactively contact any business within a 500 ft radius of our location (100 ft is required by code), to inform them of our operation, develop a long-lasting relationship, and provide them with direct contact information for any complaints or CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 4 suggestions. Yuma is always an active member of our local districts. As a part of this outreach we have reached out to the offices of councilmen Louis Chavez, of District 5 and to Miguel Arias of District 3 to allow for community discussion regarding our operations. Jessica Reuven, public relations representative, will attend meetings with the City Manager or his/her designee during ring the first year of operations, and be available to meet and attend meetings with the City Manager or his/her designee and other interested parties going forward as deemed appropriate to the City Manager or requested, to discuss costs, benefits, and other community issues. Spatial Constraints:​ While strict compliance with municipal and state location restrictions – including zoning codes, distance requirements and buffer zones – is imperative, we have gone even further by carefully evaluating the proposed location of the dispensary with the goal of further minimizing potential negative impacts on its vicinity. Yuma has pursued a Crime Prevention Through Environmental Design (“CPTED”) approach to the location, design and operational aspects of the facility, as shown in our security plan and access control (Measure 1 above). Statistically, implementation of a CPTED has been shown to result in 30% to 84% reductions in robberies, compared to non-intervention locations (Casteel & Peek-Asa, 2000; Cozens, Saville, & Hillier, 2005; Mair & Mair, 2003). Inconspicuous Façade: ​ The building improvements are focused on construction and technical security features, but also upon minimizing the visual impact of the dispensary. Thus, the façade will appear very similar to that of the other tenants at the shopping center and will include no mention or allusion to cannabis, and will bear only the permitted name. Furthermore, we have designed the layout to accommodate the expected customer capacity, thereby reducing the potential for unwanted exterior congestion. Finally, the exterior area will be monitored by trained security personnel. Environmental Partners: ​As part of our ongoing commitment to safeguarding the environment, we will establish collaborative relationships with California key environmental organizations, including the California Environmental Agency Commision, California Solar and Storage Association, and the California Energy Commision. Our goal is to be a driving force behind advancing environmental education and research. Community Involvement:​ We plan to play a cooperative and leading role in community education in order to raise environmental awareness at a neighborhood and community level. We will work closely with local community organizations to connect our environmental partner organizations with local communities. We will sponsor educational events and seminars, providing a venue for other businesses and organizations to participate in environmental education for residents of local neighborhoods. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 5 Distributors and Suppliers:​ Environmental compliance is a key criterion in our contractor/distributor/supplier selection process. Preference will be given to local Fresno businesses that share our environmental values, and practices, minimize carbon footprint, implement energy conservation plans, utilize and sell green technologies, and obtain organic certification. We will convey this information to customers and support environmental efforts with our marketing strategies. Cleanliness: ​Yuma will make sure that the interior and exterior of the store will be kept clean and presentable. These details are addressed below in ​Section 3.7​. Quality buildout: ​The dispensary buildout will be completed in compliance with current building code standards and will utilize green technology construction practices where possible. All interior elements shall be upgraded using modern environmentally-safe materials that will allow for effective cleaning and disinfection. There will be no cracks on walls, floors, ceilings, or other surfaces. All interior and exterior walls shall be freshly painted. Merchandising Plan:​ The dispensary will further reduce the energy consumption by optimization of product assortment and space utilization. The merchandise plan will thus reduce required shelf space, while improving the customer flow and use of energy (lighting, climate controls, surveillance and security power draw, etc.) Building Envelope:​ During the initial build-out phase, we plan to approach all construction from an energy efficiency standpoint. We have designed the facility to minimize the heat-loss factor, and have the most control of the enclosed environment by surrounding the conditioned living space and separating it from any unconditioned space. Energy efficiency is further increased by the addition of insulation (made from recycled materials where possible). HVAC System:​ We utilize high-efficiency cooling and heating units throughout our facilities. Furthermore, energy-star thermostats are utilized to explore additional fine-tuning, thus using less energy. Hot/cold air recirculation controls are implemented in such a way that the air is balanced throughout the building, depending on the temperature demand. Hardware in-duct controls direct circulation of already-preconditioned air, hence using less energy by not having to condition air again. This reduces the electric load on the system. Carbon filters will be replaced on schedule and documented in logs. Lighting System: ​All existing light fixtures at our retail location will utilize LED lighting, which yields approximately 75% energy savings compared with standard bulbs, and has increased lifespan of over 20,000 hours. Lights will be designed in conformance with neighboring businesses, and to mitigate light nuisance, and will be kept in a good working order. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 6 Water Management: ​A highly-efficient water management system will be installed at our retail store. It will include a refillable water-bottle station, reducing the use of plastic bottles, and controlling waste. Reduced-flow water faucets and multi-flow toilets will be installed throughout the facility. If possible, the contractor will install water-free urinals in water closets to further minimize the water usage. Packaging Materials and Office Supplies:​ We will attempt to source all office supplies, such as paper, pencils, packing supplies, packaging bags, trays, cleaning supplies, etc. from green-certified, reputable, diverse, and preferably local suppliers that carry a full line of recycled products. Automation of Electrical Controls:​ Given recent advancements in energy-use automation, Yuma will be utilizing some of the most advanced automated controls to maximize energy efficiency in our dispensary. According to recent studies on such systems, automation reduces energy consumption and energy leaks Renewable Energy:​ We intend to explore the option of using renewable energy generation in our dispensary operations. We hope to take advantage of California’s leading solar energy program and install solar power on our site, if feasible. We are currently collaborating with the property landlord to employ solar energy suppliers in evaluating the feasibility and financial implications of converting our operations to renewable energy sources should we receive all necessary approvals from the State of California. Environmental Committee: ​Yuma will create an Environmental Committee that will review the Incident Log, Daily and Monthly Walk-through and Maintenance logs, and revisit the Neighborhood Compatibility Plan initiatives at least quarterly. The Committee will include the General Manager, Chief Compliance Officer, Security and Safety Contractors, representatives from the Waste Management company, at least one of the neighboring businesses, and the Landlord. The Committee will forward their report and recommendations to the CEO. Yuma is proud of our affiliates’ reputation for excellence - with zero violations or complaints against our operations - and positive relationships within our community. We have chosen to implement the above strategies as they have proven to be effective measures in mitigating the negative environmental impact. Additionally, we believe that having a positive impact on the surrounding communities, adjacent businesses and neighboring organizations is of equal importance. We are committed to carefully monitoring and managing the impact the dispensary shall have on all aspects of society around us and will operate our business in a safe and responsible way. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 7 3.3. Odor Mitigation Practices Yuma’s founders possess extensive experience operating cannabis businesses from seed to sale, which gives our company a competitive advantage with respect to both technical knowledge and its functional application as it relates to odor mitigation controls, equipment and procedures. Yuma will use the best available odor control technology and devices available on the market to ensure that odors from cannabis are not detectable off-site and will review for new products and technology at least quarterly to insure the highest standards. A sufficient odor absorbing ventilation and exhaust system will be provided so that odor generated inside the premises that is distinctive to its operation is not detected outside of the facility, anywhere on adjacent property or public rights- of-way, on or about the exterior or interior common area walkways, hallways, breezeways, foyers, lobby areas, or any other areas available for use by common tenants or the visiting public, or within any other unit located inside the same building as our cannabis retail business. The Company anticipates a low level of risk surrounding odor emanating from our facility. Cannabis goods will only be sold in pre-packaged form which will significantly reduce the potential for odor presence. In addition to selling pre-packaged goods, we will utilize physical controls, as well as sophisticated engineering controls with HVAC system components which are aimed at effectively mitigating odors and maintaining air quality. These are discussed in greater detail throughout this section. 3.4. Potential Sources of Odor. In July of 2018, the California Bureau of Cannabis Control implemented new regulations, codified under CCR ​§​5405 which have greatly reduced any potential for detectable odor inside and outside of cannabis dispensaries. This regulation requires that all cannabis goods be pre-packaged. As such, most manufacturers and distributors now utilize nitrogen sealing of their products to prevent odor emissions. The primary sources of odor emission are the display products and customer inspection of display products prior to purchase. These requests will be satisfied only upon request in order to further mitigate any potential sources of odor. Additionally, the Vendor Lobby may bring odors from outside. For example, a courier coming directly from a cultivation or processing facility where odors are not adequately mitigated, may potentially cause odors to be detected within our location. We mitigate this type of scenario via engineering and access controls. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 8 3.5. Odor control devices and techniques employed to ensure odors are not detectable beyond premises. Odor Mitigation Techniques Overview: ​ The Odor Mitigation Plan shall be developed and documented as a part of our environmental protection plan and will be reviewed/modified on a quarterly basis. The key elements of that plan shall include: ●On-premises retention of only the amount of cannabis product necessary for the day-to-day operation of the facility per Fresno City Code ​§9-3310(a)(5)​; ●Storage of all cannabis products in sealed tamper proof, child resistant containers in fully packaged form, in accord with ​16 CCR § 5413​; ●Sealing of all exterior walls, doors, and window openings to prevent air leakage; ●Installation of an air filtration, circulation, and exhaust system that is recommended and designed by an environmental engineer; ●Maintenance of the air filtration, circulation, and exhaust system on a scheduled basis that includes a documented record of carbon filter replacement; ●Mandatory training of all employees on the odor-control procedures, including the importance of closing doors, and ensuring filtration systems are running as required; and ●Installation of Ultraviolet Germicidal Irradiation, proven to be effective in the prevention of mold, bacteria and viruses. Given the rigor of the mitigation plan outlined above, we expect our dispensary to generate no odor in the process of its operation. However, in the unlikely event of leakage, every complaint from local community members will be logged, reported to management, and promptly addressed within a 24 hour period. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 9 Ventilation and Negative Air Pressure System Yuma utilizes a ventilation system to filter and exchange the air in the areas on its premises where cannabis odors may present and to maintain negative air pressure in those areas so that possible odor does not escape the facility. Negative air pressure occurs when the air being brought into a room is less than the air being exhausted from it. Precise control of a room’s air pressure can essentially allow for the control of where the air in the room-and thus the odor- can travel. Rooms where cannabis odors may be present will be maintained under a negative air pressure by ensuring (via fans) that air exhausted from the room through the carbon filters is always greater than the air being brought into the room. Prefilters In order to ensure that the ventilation system is not clogged by dust and debris, we will use a prefilter to maximize the total lifespan of our filters. The pleated carbon filters will be replaced at least quarterly, and may be changed more frequently dependent on the size of the room. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 10 Pleated Carbon Filters Carbon filtration is currently the most effective method of controlling cannabis odor. Air exhausted through the ventilation system will be cleaned by inline carbon filters attached to the ducting. Pleated carbon filters attached to package unit air conditioners on the roof of the building will clean the air entering the premises. This ventilation system will allow for multiple air changes per hour, ensuring the air in our store and outside the premises is completely removed of any cannabis odor. In-Line Fans We will also install in-line fans within the ducting of the building which will allow us control over the amount of air being ventilated from a specific location. For rooms in which cannabis odors could be present, we maintain negative air pressure by controlling the fan speed or altering the fan size so that the air exhausted from the room through carbon filters surpasses the amount of air being brought into the room. In-Line Carbon Filters In-Line Carbon filtration will facilitate higher air flow between the partitioned spaces. It will be extremely efficient in mitigating odor and enhancing the air quality upon exhaust even at minimal ambient air exchange rates. Exhaust fan, and a carbon scrubber in ducting before air moves through the exhaust fan. Filters to be sized to meet the size of fan for proper CFM throughput. Commercial Air Purification System In rooms where no central air conditioning or ducting is present we will use an air purifier such as the CAPS Mini. This system is capable of reducing a variety of airborne contaminants including viruses, bacteria, mercury, smoke, mildew, mold, odors, and VOC’s. These systems can be wall-mounted or installed via vertical stands which allows for greater flexibility in meeting facility demands. Yuma will hire HVAC professionals with previous experience installing odor control systems for cannabis businesses. These same experienced HVAC professionals will be hired to conduct maintenance on the ventilation and air filtration system. 3.6. Describe all proposed staff training, and system maintenance plans. In order to ensure that our best practices are strictly adhered to a Shift Manager will be on premises during all hours of operation. Having leadership onsite to manage employees, ensure operational compliance and model our exceedingly high standards of customer service are key factors to our company’s success. During the mobilization phase, all managers will go through an intensive thirty (30) days’ training course at our affiliate headquarters site in Colorado, followed by further training outlined below and we will cooperate with the Fresno Police Department (“FPD”) and lawmakers to ensure that best practices are followed at all times. Inspection and Maintenance Procedures: ​The Shift Manager will conduct a brief, visual inspection of the interior and exterior of the facility each morning before opening. All items that require attention will be entered into Incident or Maintenance logs. If cannabis odor is detected, a designated HVAC professional with cannabis experience will visit the facility immediately and inspect the system and will also be hired for maintenance. Together the management team in consultation with the HVAC professional will determine the lifespan of all equipment used in our ventilation and negative air pressure systems. Shift Manager will observe the lights daily and make sure they are functional. Staff Training Procedures: ​All new employees will be fully-trained by a Shift Manager on maintenance initiatives and logs including the odor-control system. This training will be conducted as part of the new hire orientation and requires approximately one (1) hour to CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 11 Ultraviolet Germicidal Irradiation Room Air Sanitizers are germicidal ultraviolet fixtures that effectively destroy airborne microbes including bacteria, mold, and virus in enclosed occupied spaces and are available in a number of different configurations to adapt to any setting. Room Air Sanitizers protect personnel, customers and visitors from infection due to airborne microbes. The design has been carefully conceived to provide adequate germicidal ultraviolet exposure for effective air disinfection in occupied areas. complete. Additionally, all employees will receive ongoing continuing education at least every six (6) months on odor mitigation including refresher training on the importance of closing doors and windows and ensuring the filtration systems are running optimally. Record Keeping Systems, Maintenance and Forms: ​The General Manager will be responsible for maintaining comprehensive records of carbon filter changes and purchases, equipment maintenance records, and training records so that our environmental program is successfully implemented in its entirety. Incident Log Training: ​ The Incident Log is a key piece of documentation within our organization and it is imperative that employees are trained to identify and accurately record incidents that are reported. These incidents, even those which appear to be minor, are reviewed by Company leadership and used to refine policies and processes, where possible. Yuma will ensure that all employees are fully trained on how to record and report all neighborhood complaints. 3.7. Describe the waste management plan. The plan shall include waste disposal locations, security measures, and methods of rendering all waste unusable and unrecognizable. The scrupulous waste management system developed by Yuma involves the systematic collection, storing, handling, and proper destruction of all cannabis products for disposal. Our system not only prevents diversion, but reflects our company's commitment to recycling and redevelopment. Cannabis Product Disposal: ​Yuma retained private waste hauler, EcoWaste to pick up all of our cannabis waste. Per our agreement, EcoWaste will provide us with 20 gallon containment bins, each with its own unique serial number and secure lock. Yuma will dispose of all cannabis products in the bins provided, input verification of disposed of products into BioTrackTHC (our system of record) and EcoWaste will provide us with a digital manifest confirming pickup. Waste Processing Center: ​The dispensary facility shall contain a designated waste holding and processing area within our secure vault. The entire waste processing center shall be recorded on high definition video and remain locked at all times. The processing center shall contain a shredder/grinding machine, multiple containment bins, at least two (2) mixing containers, and additional processing/medium/substrates. Preparation of waste shall be contained within the secured processing center in order to prevent any cross-contamination with any dispensary areas or product processing areas, and avoid any possibility of product diversion. Secure Waste Collection: ​Per ​17 CCR § 40290(b)​, ​all cannabis goods for disposal shall be held in a locked bin within our secure vault contained in the Limited Access Area. Such bins will be CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 12 closely monitored at all times by our video surveillance system with such footage reviewed by our in-house security manager. All goods contained in the bin will be input into our electronic tracking system as noted below, and only our management team shall be in possession of the key for the bin. Furthermore, at the end of each day, the on-site Shift Manager along with one of the Dispensary Associates will collect all the waste and weigh it out on video. The waste will then be stored in the waste processing room until such time as the cannabis product can be rendered unusable prior to disposal. Recalled Products Additional Destruction Procedures: ​All recalled cannabis products that the company intends to render into cannabis waste, whether voluntarily or directed by the City, shall be held on the premises in quarantine for a minimum of 72 hours, during which time the City may audit the product. Such quarantined products will be stored in a designated bin provided by EcoWaste and stored in the waste processing center area. Waste Inventory Documentation: ​As discussed in more detail in the ​Business Plan​, Yuma intends to utilize BioTrackTHC (“The System”, “System”) as our compliant electronic tracking system; this is fully integrated with METRC. All data pertaining to the disposal of cannabis products shall be tracked in The System, as required by ​17 CCR § 40512​ ​including: ●A description of and reason for the cannabis being disposed ●The date of disposal; ●The name and employee ID card number of the employee responsible for the disposal; and ●The signature of the employee responsible for the disposal; “Expired” or “Unsold” Products: ​All products that are disposed of shall be entered into The System as waste, with a product note of “Expired” or “Unsold” based on their status. As per the requirements of ​16 CCR § 5410​ items awaiting return to the licensed distributor or awaiting destruction will be maintained in a separate vault within the Limited Access Area. This area will only be accessible by credentialed staff utilizing their personal access code to allow management to monitor access. Process for Rendering Cannabis Unusable: ​Expired oils, edibles, and other products requiring disposal will be inventoried and recorded in The System and accounted for as waste, as compliant with ​16 CCR § 5054​. They will then be destroyed past the point of recognition by the following process: Materials will be ground into pieces which are smaller than 0.5 centimeters in length; this mixture will be placed in a bag of soil so that the product is absorbed and the resulting mixture will be a minimum of 50% non-cannabis waste; this waste will then be disposed of in a locked and secured bin. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 13 After crushing and mixing, cannabis particles shall be completely unusable and unrecognizable and shall be properly disposed of as required by ​16 CCR § 5054​. All weights shall be recorded in the System and accounted for as waste. All batches of cannabis waste will also be kept separate and under no circumstances will be commingled. Disposal Program for Customers: ​Yuma will create a cannabis disposal program for our customers in accordance with ​16 CCR § 5410​. Customers are eligible to return cannabis products including excess cannabis and cannabis residue from approved cannabis devices to be disposed of at our site. Disposal Program items would be entered into The System in the same way as outlined in the previous section ​Process for Rendering Cannabis Unusable​. These items would be placed inside a locked container clearly labeled “Not for Sale or Use” and stored in the safe within the Limited Access Area for such items until such time as they could be destroyed as outlined in earlier sections, according to the product type. Cleanliness: ​Both the interior and exterior of the dispensary will be cleaned pursuant to a written schedule and maintained in good order. In addition to daily inspections by facility staff, members of the corporate leadership team will conduct monthly walkthroughs and coordinate additional initiatives as needed. This will include either a deep cleaning or painting of the interior, power washing or painting of the exterior, cleaning exterior lights and security cameras, landscaping maintenance, pest control activities, monitoring of trash, and recycling. Floors, walls and ceilings will be kept in good condition as a requirement of MAUCRSA. The premises will be strictly maintained so as to be visually attractive and free from danger for the health, safety and general welfare of employees, patrons, surrounding properties, and the general public, and shall not be maintained in a manner that causes a public or private nuisance. We will make sure that all litter will be removed daily from the premises, including adjacent public sidewalks and all parking lots under the control of Yuma, and these areas will be swept or cleaned, either mechanically or manually, on a weekly basis to control debris; upkeep and operating characteristics must be compatible with abutting properties and the surrounding neighborhood. Recycling and Reuse of Materials: ​Employees will be trained and encouraged to recycle their personal waste and to use biodegradable materials. Since reuse generates far less air and water pollution than most other environmental waste management processes (including recycling), employees will be trained and encouraged to reuse various materials utilized in the dispensary operations. All plastic, paper, and aluminum products which are not reused will be recycled. Yuma will encourage recycling by making bins available for each type of waste: paper, plastic, aluminum, CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 14 and landfill. The recycling bins will be placed in waiting areas and in employee areas, such as break rooms. Dispensary associates will also be trained on composting and all food and other compostable waste will be placed in compost bins. Trash Disposal: ​Trash from the facility will be disposed of on a regular basis. The trash enclosure and containers will be kept clean and neat. The dispensary is not expected to produce any hazardous waste, but if any waste is determined to be hazardous, it will be disposed of appropriately in accordance with federal and state laws and regulations related to hazardous waste, including sections 3001-3024 of the Resource Conservation and Recovery Act of 1976 (42 U.S.C. §6921-6939g) and subsequent regulations. Any signs of pest issues will be addressed and then monitored by a certified pest management company. All trash, recycling and compost of non-cannabis goods will be made available for pick up for the City of Fresno Waste Service. Pest Control: ​Adequate protection against pests will be provided through the use of integrated pest management practices and techniques that identify and manage pest problems. As discussed in the section above, the regular disposal of trash is necessary to prevent infestations and employees will be trained via comprehensive policies and procedures to ensure this is managed compliantly. Any signs of pest issues will be addressed and then monitored by a certified pest management company. Sanitary Concerns: ​While we make every effort to avoid utilizing toxic cleaning compounds, sanitizing agents, solvents and/or pesticide chemicals in our business, Yuma will ensure they are labeled and stored in a manner that prevents contamination of medical cannabis and in a manner which complies with all other applicable laws and rules. Employees will also be trained on safe use and storage of cleaning agents. Employees will be required to conform to sanitary practices while on duty including, but not limited to: ●Maintaining adequate personal hygiene; ●Thorough cleaning of the work- and customer space; ●Washing hands regularly wearing gloves as needed; ●Maintain equipment and supplies in good working order by following maintenance protocols; Yuma will ensure that our employees and visitors have adequate and convenient hand washing and lavatory facilities furnished with running water at a temperature suitable for sanitizing hands. These will be located where good sanitary practices require employees to wash and sanitize their hands, non-water based and non-toxic sanitizers may be provided along with a suitable hand drying device or towel service. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 15 Table of Contents 4. Safety Plan 2 4.1. The Safety Plan prepared by professional fire prevention and suppression consultant.2 4.2. Describe accident and incident reporting procedures.6 4.3. Describe evacuation routes.9 4.4. Location of fire extinguishers and other fire suppression equipment.12 4.5. Procedures and training for all fire and medical emergencies.16 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 1 4. Safety Plan Yuma makes the Safety of its Employees and customers its priority. The Company is committed to ensuring a safe environment that mitigates as much risk as reasonably possible. The following Safety Plan (“Safety Plan”, “Plan”) has been developed in alignment with local and state laws. This Plan will be implemented by the General Manager of Yuma, once appointed, as well as other key members of Yuma’s management team. The Safety Plan will remain available for review by regulatory agencies (including the Fresno Fire Department) and will be updated as any changes to the facility infrastructure, systems, policies or practices are made. The Plan will be amended by Yuma’s General Manager in coordination with Safety Consultant over time to address equipment or policy changes and will include specific details relating to installed safety equipment, contracts, maintenance schedules, logs and evidence of compliance with the routine auditing aspects called for in this Plan. The Plan will be maintained in a manner that ensures sufficient detail is available to future managers who may be required to assume responsibilities as the General Manager. The Plan will be held in confidence, stored in a secure location and accessible only to managers and owners of the facility. 4.1. The Safety Plan prepared by professional fire prevention and suppression consultant. This Safety Plan has been prepared by Jack Collings. ​M​r. Collings is a principal of CFP Engineering, LLC, a fire protection engineering consulting firm located in Ventura, California. Mr. Collings holds a Bachelor of Science Degree in Mechanical Engineering from California State Polytechnic University and is a Professional Registered Engineer (FPE 1545) in Fire Protection in the State of California. Professional Experience: ​Mr. Collings has over thirty-five years of experience in the fire protection industry, including broad experience in the following areas: ●Fire Code Analysis, Interpretation and Consultation ●Code Adoption and Standards Consultation ●Fire and Life Safety System Review for Buildings and Facilities ●CFC Evaluation of Cultivation, Distribution and Extraction Facilities ●Hazardous Material, Flammable & Combustible Liquid Code Consultation ●Design/Build Fire Protection Engineering Peer review CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 2 ●Fire Suppression System Design ●Fire Service Water Supplies, System Design, and Hydraulic Analysis ●Building and Fire Suppression System Surveys and Field Inspections ●Project and Construction Management Mr. Collings has served as a fire protection consultant to architects, engineering firms, developers, and governmental authorities on a wide range of projects. He has been involved in the analysis and development of fire protection for commercial and residential buildings, healthcare, biotech facilities, oil production facilities, aircraft hangars, missile test facilities, wineries and storage facilities. Mr. Collings has also designed automatic fire protection systems for a wide variety of occupancies, including industrial, residential, education, military, healthcare, and high hazard facilities. Mr. Collings has provided plan submittal review services for a number of community fire and building departments, including consultation in support of the development of local codes and standards. Mr. Collings is a member of the National Fire Protection Association and of the Society of Fire Protection Engineers. Please note that this is a preliminary evaluation for license application planning purposes. The final Fire Protection and Life Safety Plan will be updated and completed once the license is approved by the City of Fresno and final construction documents are prepared for review and assessment. The purpose of this preliminary evaluation is to assess the proposed use of the existing space, evaluate corresponding fire code requirements, identify deficiencies and to provide recommendations as needed to develop a Safety Assessment Plan in accordance with the City of Fresno’s submittal requirements as listed in Appendix A, Section 3 of the City’s CCB Application Procedure Guidelines. Per the information provided by Yuma, the project will comprise a suite of rooms totaling approximately 1,000 square feet (“sf”) of the existing 4,000 sf single-story building. Below is a general description of the subject space: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 3 Project Area: 1,000 sq. ft Current Occupancy: Retail (M & B Occupancies) Stories: One Construction Type: V-N Fire Sprinklers: Yes, Fully Sprinklered A suite within the existing building will be modified for the proposed commercial cannabis retail and delivery uses. A reduced overall building plan is indicated (see architectural plans for enlarged view) in the image below, with the Scope of Work area indicated. Additionally, the following operations will ​not be conducted​ within the retail premises as part of this license application: ●There will be ​no growing​ ​or cultivation​ of cannabis; ●There will be ​no manufacturing or production​ of products; ●There will be ​no extraction of oils or other derivatives​ from cannabis plants; ●There will be ​no cooking, baking, or related​ actions of cannabis products; and ●There will be ​no packaging of cannabis goods​ on the premises. A complete description of the proposed retail/delivery sales operations and procedures are referenced throughout various sections of our application submission. Preliminary Assessment of Fire Code Requirements: ​The references utilized in this evaluation include the following: ●2019 California Building Code (“CBC”) ●2019 California Fire Code (“CFC”) ●Relevant National Fire Protection Association (“NFPA”) Standards, including NFPA 13, 70 and 72 ●Architectural Plans prepared by Yuma Way CA LLC. Since there will be no growing, manufacturing, extraction or production operations at this facility as part of this retail sales license application, the CBC occupancy classification would be based on the sales/delivery of packaged cannabis products and the office spaces dedicated to the support of this effort. Overall, this business qualifies as a ​Business Group B​ occupancy type per the CBC noted below: 304.1 Business Group B​ occupancy includes, among others, the use of a building or structure, or a portion thereof, for office, professional or service-type transactions, including storage of records and accounts. Business occupancies shall include, but not be limited to, the following: Professional services (architects, attorneys, dentists, physicians, engineers, etc.); Radio and television stations; Telephone exchanges; Training and skill development not within a school or academic program. The Retail Showroom space would be considered a ​Mercantile Group M​ occupancy as follows: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 4 309.1 Mercantile Group M. ​Mercantile Group M occupancy includes, among others, the use of a building or structure or a portion thereof, for the display and sale of merchandise and involves stocks of goods, wares, or merchandise incidental to such purposes and accessible to the public. Mercantile occupancies shall include, but not be limited to, the following: ●Department stores ●Markets ●Retail or wholesale stores ●Sales rooms Aside from the retail sales showroom, the remaining areas include the following, which are all classified as ​B​ occupancies: ●Screening Lobby/Waiting Room ●NSF Staging Area and NSF Online Order Area ●Employee Break Room and Restroom ●Vendor Lobby ●Management Office The Product Inventory Storage (secured vault) storage room will be considered an ​S-2​ accessory use to the primary ​M & B​ occupancies due to its limited size as well as the relatively small amounts of merchandise stored on shelving within the 86 sq ft space. The proposed tenant improvement spaces are consistent with the existing building’s current mercantile and office/business uses in terms of the permitted occupancy classifications and in our opinion does not increase the occupancy hazard beyond the current unit use. Typical fire and life safety hazards present in retail sales and delivery operations similar to this proposed facility use would be mitigated by the following: ●Maintenance of all required exiting, including signage ●Maintenance of code-compliant fire sprinkler and fire alarm systems ●Safe retail process operations, including: ○proper inventory control and management, including storage ○safe operation of equipment ●No smoking within the building ●Installation and maintenance of fire extinguishers ●Proper staff training, including emergency/medical response protocols Since there are no extraction, manufacturing, or processing operations to be conducted as part of this retail/delivery license, fire hazards, life safety hazards and inhalation issues/threats for this proposed retail/delivery sales and support areas are in line with typical retail operations. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 5 Cannabis inhalation hazards will not be a threat and all cannabis-related goods will be pre-packaged. Additionally, a carbon filtration system with a negative pressure component will be installed to reduce any potentially unsafe Volatile Organic Compounds (“VOCs”) from being released. Other than small amounts of typical cleaning products, there will be no hazardous materials located within the retail/delivery sales business. Cleaning products will be stored within a janitorial storage cabinet. 4.2. Describe accident and incident reporting procedures. Emergency situation response and handling of accidents and incidents related to safety is an essential part of the Safety Plan. To report safety accidents and incidents, Yuma utilizes an internal Incident Log, with the appropriate training provided to employees at initial orientation upon hiring (see Labor and Employment Plan). As required, there will be a California Labor Law Poster displayed on a wall in the Break Room, which provides information specific to the Safety Plan as it relates to Workers’ Compensation. The following information will be logged when documenting an accident or incident: ●Date ●Category ●Impact/Urgency/Code ●Names of people involved ●Description of the incident ●Identification of known or suspected causes of the event ●Any corrective actions are taken ●Whether it constitutes a Reportable Event Per Company policy, each facility maintains an Incident Log. The categories of incidents that must be logged include those involving; inventory, compliance, safety, security, community/neighborhood, and law enforcement. Employees are trained that in case of emergency they need to call 911 and follow Emergency Procedures. After an emergency situation is resolved, the Shift Manager will enter the event into the Incident Log, and collect supporting documentation. Not all accidents and incidents become an emergency. There are near miss situations and no harm events that promote awareness, and will also need to be captured in the Incident Log. If an accident/incident results in an injury, the HR Manager will make sure that all Workmans’ Compensation requirements are addressed and provide additional support, as needed. It is an ultimate responsibility of the Shift Manager to log all accidents and incidents, and provide the CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 6 most relevant details possible. The Shift Manager will identify the impact and urgency, and notify the General Manager as appropriate. Determining Priority Code based on Impact and Urgency: ​Yuma utilizes a grid-based system to prioritize the impact and urgency of incidents and accidents to help expedite resolutions. Incident Urgency is assigned on a High, Medium or Low basis. Incidents that classify as high urgency have the following features: potential of immediate danger to health or safety or rapidly-increasing damage that can affect a large number of people. Incidents with a medium level of urgency are those where the damage that occurs has the potential to increase over time and affects a smaller number of people. Low level urgency examples include items that are not time-sensitive or where damage is only anticipated to increase marginally over time. An incident’s impact is also considered in evaluating risk. Incidents that have a high impact include those where many staff are impacted and/or unable to do their jobs or customers are affected in an acute way; a financial impact value exceeding $3,000; someone has been injured or where reputational damage can be high. Incidents with a medium level of impact are those where a moderate number of staff are impacted or unable to perform their duties or a moderate number of customers are inconvenienced; where the financial impact is expected to be between $1,000-$2,999 and the reputational damage potential is only moderate. Incidents with low-level impact are those where staff can deliver acceptable service though there may be impediments to this; the financial impact is less than $1,000 and reputational damage is considered low. Each incident report should be submitted immediately after initial entry to the General Manager, who will seek resolution. Incidents that were not able to be resolved by the General Manager within one business day, as well as those with codes 1 and 2 (high to medium impact with the same level of urgency) will have to be escalated to the CCO, who will involve Safety and Security Consultants and the HR Manager, as needed, and escalate for resolution to the CEO. Incidents will be addressed based on Impact and Urgency, but should not take any longer than two (2) weeks. COO in coordination with the CEO shall review all reportable incidents and provide reports to law enforcement and regulatory agencies as required. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 7 To facilitate expected response times for each priority level of incident type, Yuma also developed the table below which is made easily-accessible to employees to ensure efficient, timely and compliant reporting. Below is a flowchart describing procedural flow of events in the event of accidents and/or incidents: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 8 Priority Code Description Response Time Resolution Time Escalation 1 Critical Immediate 1 Hour CCO, CEO 2 High 15 Minutes 4 Hours CCO, CEO 3 Medium 1 Hour 8 Hours CCO 4 Low 4 Hours 24 Hours None 5 Very Low 1 Day 2 Weeks None The main purpose of investigating an incident is not to find fault but to determine the root cause and develop corrective actions to prevent similar incidents from happening. An investigation also helps fulfill regulatory requirements (such as OSHA 300 forms) and determines the costs involved with property or ​equipment damage​, if any. After investigation is completed, all details will be entered into the Incident Log. The data has to be accurate, factual, complete and valid. Yuma has a comprehensive set of Corporate Policies and Standard Operating Procedures (“SOPs”) which all employees are expected to become familiar with and abide by. These documents outline business practices that address the physical safety of all employees, customers, or anyone onsite at a Yuma facility. 4.3. Describe evacuation routes. Evacuation routes provided in the diagram below: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 9 Travel distances and paths of egress are compliant with the requirements of a ​B​ and ​M occupancy for this facility. No other means of egress modifications are necessary to meet CBC requirements as the proposed floor plan and existing systems are currently configured. Multiple assembly point areas for customers and employees are available immediately beyond the exterior exits, per the Evacuation Diagram below. The Company will have an Emergency Evacuation Plan that maps exit routes to take in the event of an emergency. Employees will be trained on the plan through regular fire drills, and one employee will be accountable for headcounts once everyone is safely evacuated and at the pre-designated rendezvous point. The Emergency Action Plan will also include workplace violence prevention training and steps to take in the event of an incident. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 11 In the event of an emergency, staff will guide customers and direct them to the identified exits and out to assembly point areas in a public way with ample areas available both in the front and the back of our premises. ​The assembly points are located far enough away from the building to afford protection from heat and smoke in a fire situation but not so far away as to discourage people from using them. If a fire incident occurs and smoke is detected as part of the fire alarm system or if the fire sprinkler system activates due to a fire, the fire alarm notification devices will sound and occupants will be instructed and/or directed to exit the building immediately through the noted exit doors. Access-controlled interlocked doors will be installed for security purposes. This is permitted by the CBC, provided the provisions of CBC Chapter 10, section 1010.1.9.8 are met. Panic (fire exit) hardware will be installed at each of the exit doors to the exterior of the building. In addition, emergency exit hardware will be installed at all access-controlled points to allow personnel to exit during an emergency condition. Hardware will be in compliance with Chapter 10 of the CBC. Means of egress cannot and will not be compromised by required security features. Illuminated exit signs are to be located above all required exits per Chapter 10 of the CBC. 4.4. Location of fire extinguishers and other fire suppression equipment. Preliminary fire extinguisher locations are indicated where noted on the architect’s plan as shown in below. Once the final architectural documents are prepared, we will review our recommendations for the installation of fire extinguishers throughout the building as required by the CFC. We recommend the installation of five (5) pound 2A 10B:C multi-purpose dry chemical fire extinguishers in each of the following rooms: Lobby/Waiting Rooms, Retail Sales/Showroom, Management Office, Employee Break Room, Vendor Lobby, Hallways #1 and #2, as required by the CFC. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 12 Yuma takes all elements of our operations seriously, and there is nothing that we take more seriously than ensuring that our facility is designed with the highest quality safety features installed and updated for the ultimate protection of our employees, customers, and neighbors. Not only do we install quality equipment and features but we make sure those elements are kept up-to-date with regular inspections and replacements as needed. Detailed descriptions of the safety features included in our facility design are outlined in the table below: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 14 Fire Alarm Control Panel (FACP) - Addressable Fire Alarm is installed to receive inputs from the fire safety system devices and initiate response action protocols based on given data. The addressable component will further pinpoint the location of the alarm to facilitate a faster and more directed response. Manual Pull Stations - Manual fire alarm pull stations will be strategically located throughout the facility. Upon activation, these devices will communicate alarm activation to the Central Panel to initiate a fire alarm. Panic Exit Hardware - A panic bar (also known as a crash bar,exit device,panic device,or a push bar)is a mechanism to allow for a single-hand exit door operation,facilitating a speedy egress from the facility. Product and Currency Safes - Commercial-grade fire-rated safes are a key element in Yuma’s compliance program. For product storage, we utilize the BigHorn 47 cu. ft. Ultimate Access Safe or similar. At 990 pounds with a steel door that is 5.5” thick and a 75-min fire rating with electronic lock. Charcoal air filters, vented to the exterior of the building, will be used as part of the building’s HVAC system to mitigate odors from cannabis products. Within the ​Neighborhood Plan,​ the CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 15 Fire-rated Product Storage Walls and Door - Interior walls and doors to the Product Storage Room will be reinforced to possess a minimum of 1-hr fire rating. This is an additional fire barrier should the situation arise. Fire Extinguishers - ABC Fire Extinguisher - Model B402 will be used throughout the facility. These top of the line five (5) pound 2A 10B:C multi-purpose dry chemical fire extinguishers will be readily accessible to staff/patrons and inspected annually. Knox Boxes - The most trusted secure lock box to provide access for first responders, which is expressly authorized by Fresno’s Fire Department. The Knox tamper alert connects to our building's alarm system and the box allows for rapid access to the building while preventing property damage and forced intrusion into the building. Lit Directional Exit Signs - Lit LED exit signs will clearly mark exit doors and direction along the egress paths. Directional chevrons will clearly denote the direction of egress. Fire Strobe/Horns - Intended for full building notification as well as on the property ground, they produce a loud sound to notify occupants to evacuate the building; the strobe is intended to notify those that may have a hearing impairment. First Aid Kit - Commercial First Aid kit, to comply with ANSI Z308.1 and OSHA standards, as well as the inclusion of earthquake emergency kit. specific odor filtration plan has been provided. As there will not be any growing, manufacturing, trimming, or processing present within this operation, we do not anticipate inhalation issues or indoor air quality issues caused by product processing. Regardless, HVAC systems are to be maintained at the appropriate size for space and will be inspected regularly to ensure that they are working effectively at all times. 4.5. Procedures and training for all fire and medical emergencies. Yuma has developed industry-leading SOPs, safety protocols, and training for fire and medical emergencies, with every reasonable precaution taken to provide a safe environment for employees and customers. This documentation is available to the Bureau and law enforcement, if requested. Fire Mitigation, Prevention, and Preparedness: ​Employees are expressly instructed to keep work areas free from unnecessary combustible materials, to act with caution in handling flammable materials, avoid using the telephone after a fire is reported, and stay away from any fire scene unless removing persons to safety. Employees are also trained to keep unobstructed all evacuation routes, the area near the electric panel, and not to use any electrical extension cables. Fire drills and emergency simulations are enacted at random at least quarterly, and a safety binder is available in the Management Office with emergency phone numbers, the location of emergency-related items, staff cell phone numbers, staff work schedule, yearly safety activity requirements, safety drill procedures, external/self-inspection documents, and critical incident policy and reports. All employees are tested quarterly on their knowledge of emergency exit plans and procedures, and the location of fire pull alarms and emergency exits. Fire Emergencies: ​In the event of a fire emergency, the employee should immediately use an alarm appropriate to the situation (sound or panic button) as soon as possible and dial 911 and ask for the Fire Department. If a fire is small and isolated, employees are instructed to exhaust the fire with one of the fire extinguishers. For a chemical spill, employees shall try to use a chemical spill kit for smaller incidents of a chemical spill. If the chemical spill is large or the employee does not know how to handle the situation, they are instructed to notify the Shift Manager for resolution. Employees who are witnesses to a fire safety threat are instructed to notify their supervisor as soon as they are safely able to do so. Supervisors receiving a report of a fire safety threat are instructed to contact Human Resources immediately. If the aforementioned supervisor is the CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 16 perpetrator of the act, an employee witness will proceed to report to a more senior supervisor. Employee witnesses may also report the incident directly to Human Resources. In the event of a non-emergency situation, Yuma procedures instruct employees to contact their immediate supervisor prior to dialing 911. Employee witnesses may also report the non-emergency situation directly to Human Resources. First Aid and Medical Emergencies: ​First Aid kits and Personal Protective Equipment (PPE) are kept in the Management Office, and in the trunk of all delivery vehicles. Employees will be trained in first aid procedures. If an employee sustains an injury on the job, the incident shall be reported on the Incident Log and will be reviewed by ownership and management within 24 hrs. Management will encourage employees to obtain and keep current First Aid Certification. For minor injuries requiring treatment other than first aid, employees will proceed to the nearest urgent care center, with transportation to be provided by management if necessary, while severe injuries will be instructed to call for help from a coworker, contact emergency care providers listed on the first-aid kit for assistance and transportation to Fresno Community Hospital. Earthquakes and Other Natural Disasters: ​Earthquake preparedness kits are kept in the Management Office. The General Manager and at least one other Shift Manager will be identified to participate in a 30 hour OSHA compliance training course. The company will coordinate with ShakeOut to participate in Earthquake drills. Burglaries:​ Yuma considers Burglaries to be among the most serious emergency events which require special procedures and training. Burglary prevention procedures and training are addressed more fully in Section 5 of this application. Facility Inspections: ​Leadership will inspect the facility quarterly using the OSHA self-inspection checklist, to prevent hazardous material and chemical incidents that could result in employee injury. In the case of deficiencies, the General Manager will be assigned to address the findings as soon as possible. In the case of an extreme hazard, operations will be terminated until the issue is corrected. Per OSHA recommendations, inspections will cover: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 17 Processing, Receiving, Shipping and Storage Building and Grounds Conditions Housekeeping and Waste Management Program(s) HVAC Systems OSHA-Compliant Chemical Storage: ​Safety procedures will cover proper handling and storage of any toxic cleaning compounds, sanitizing agents, solvents, and pesticide chemicals used in the cleaning and pest management of the facility in accordance with applicable laws, rules, and regulations. In accordance, the facility will maintain a list of all hazardous chemicals, safety data sheets associated with those chemicals, proper labeling of all chemicals, and employee training on how to use the chemicals. Emergency Contacts: ​All company phones will be pre-programmed with Emergency Contact numbers, including the General Manager, Poison Control, Fire Department, Police, Gas Company, Electric Company, Emergency Room at Fresno Community Hospital, and the City Manager. Employees will also provide the company with his/her own emergency contacts, physician information, and a list of any medical concerns for a provider to know in the event of an emergency. Safety Training: ​All employees will be given a copy of The Employee Handbook (“the Handbook”) which will be required to know and understand as part of the onboarding process. The guidelines and policies in the Handbook are designed to provide employees with knowledge of the recognized and established safe practices and procedures that apply to many work situations encountered in this industry. Safety rules will include accident and hazard reporting, drug and alcohol use, operating Company vehicles, and work-related injuries. Enforcement measures and disciplinary actions in response to safety rule violations are also established in the Handbook. All emergency situations will be handled by local emergency response agencies. There will also be additional measures to establish procedures for injury claims and policies related to workers’ compensation and benefits provided. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 18 Machinery Personnel Practices Fire Prevention First Aid and Personal Protective Equipment (PPE) Fire Emergency Training: ​In the event of a catastrophic event scenario - such as fire or flood - Yuma employees are trained to follow the RACE procedure: Medical Emergency Training: ​If a medical emergency needs to be reported, employees are instructed to dial 911 and request an ambulance. Employees will then provide emergency responders with the number and location of victim(s); nature of injury or illness; hazards involved and; nearest entrance (emergency access point). Employees will also alert trained employees (members of the medical response team) to respond to the victim’s location and bring a first aid kit. Employees are also instructed that only trained responders will provide first aid assistance. Employees are not to move the victim unless the victim’s location is unsafe. Employees are then to attempt to control access to the scene, take “universal precautions” to prevent contact with body fluids and exposure to bloodborne pathogens, meet the ambulance at the nearest entrance or emergency access point, and direct them to the victim(s). This Safety Plan has been prepared by Jack Collings F.P.E., with proprietary corporate operating information and procedures provided by Yuma Way CA LLC. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 19 Table of Contents 5. Security Plan 2 5.1. The Security Plan shall be prepared by a professional security consultant.4 5.2. Premises (Security) Diagram.5 5.2.1. Accurate dimensioned and to scale diagram. (see below in 5.2.2).5 5.2.2. Property boundaries, entrances, exits, interior partitions, walls, rooms, windows and doorways, activity in each room, and the location of all cameras identified on the diagram. (see below)5 5.2.3. Description of cannabis activity that will be conducted in each area of the premise. 8 5.2.4. Limited-access areas, defined as areas in which cannabis goods are stored or held and only accessible to a licensee, its employee or contractors, and areas used for video surveillance monitoring and storage devices.38 5.2.5. Number and location of all video surveillance cameras.39 5.3. Identify intrusion alarm and monitoring system including the name and contact information for the monitoring company.45 5.4. Cash handling procedures which covers day to day transactions with customers, vendors, armor carrier vehicles and transporting it to the bank.48 5.5. On-site security guards.49 5.5.1. Number of guards.49 5.5.2. Hours guards will be on-site.49 5.5.3. Locations at which they will be positioned.49 5.5.4. On-site guards roles and responsibilities.50 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 1 5. Security Plan CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 2 Table of Contents 6. Location 2 6.1. Description of Proposed Location.2 6.2. Current View of the Property.8 6.3. Site Diagram.9 6.3.1. Accurate, dimensioned and to-scale site diagram.9 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 1 6. Location 6.1. Description of Proposed Location. Yuma has strategically selected its Fresno Farms location based on a variety of factors, including proximity to public transport, proximity to other neighborhood businesses and opportunity for infrastructure. The property is located in a shopping center at 966 N Fulton St, Fresno CA, 93728 is in District 3, in the Tower District area. Fulton Street is a one way street with traffic going south that is paralleled to Van Ness Avenue with traffic going north. The existing shopping center owner is thrilled to lease to respectable cannabis enterprises its long time vacant space. The shopping Center has easy access from all four sides. It is very walkable, and benefits from the neighborhood pedestrian traffic from the surrounding neighborhoods that have over 88,000 residents within walking distance. It has a large sidewalk in front of the building, and great exposure to people traveling to downtown Fresno through this busy retail growth corridor with over 18,000 cars per day. The site provides great Access and visibility with an unmatched level of consumer traffic. Of particular benefit to the area is the close proximity to Highway 180, and located just five minutes north of downtown. The proposed location will attract both neighborhood and destination traffic. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 2 The Tower District is Fresno’s dining, arts and entertainment district. The Tower’s character is set by a close-knit community and a wide variety of businesses. restaurants, cafes, nightclubs, performing arts venues, theaters, galleries, bakeries, delis, plus a unique blend of specialty retail establishments are all within walking distance of each other, and most are locally owned and operated. Site Access:​ ​In seeking our location, we strived to maximize access to cannabis for both local residents and visitors. Fulton St in a heavy traveled corridor that connects downtown and district 3 residential, commercial and industrial neighborhoods. The site is served by highways adequate in width and able to carry the kind and quantity of traffic a dispensary in the area will generate. We will have sufficient parking on site with an American with Disabilities Act (“ADA”) space. We planned to assist the Landlord in fixing the surface of the parking lot, providing striping, and cleaning. This will help the Landlord to fill other vacancies, and improve the safety and security of the building. Because the location is a small building with a private, secluded parking lot, our security team will have the ability to continuously monitor the perimeter and identify and neutralize any security​ concerns. Public Transportation:​ ​In addition to having a convenient location for private transportation and ride-share services, our location offers easy access to multiple bus routes and cycling options. Our location off Fulton St is also easily accessible by public transport. NE Olive bus station is within less than 1,000 ft walking distance. Infrastructure:​ ​The property is provided by the City of Fresno and PG&E with adequate electricity, sewerage, disposal, water, fire protection and storm drainage facilities for the intended purpose. Facade and signage​: The aesthetic of the facade will be subtle, clean, warm and inviting, and will be built to match the ambiance of other neighborhood businesses. Furthermore, all signs will be inconspicuous and shall not be illuminated as per Chapter 15, Article 26 of City of Fresno code, nor will any signs have any references to cannabis, logos or information that identifies, advertises, or lists the services or the products offered. Here is a sketch of proposed sign: CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 3 No cannabis or cannabis products or graphics depicting cannabis or cannabis products will be visible from the exterior of the property. Signs placed on the premises will not obstruct any entrance or exit to the building or any window. We will not use any banners, flags, billboards or other prohibited sign locations such as bus shelters, placards, aircraft, or other similar forms of advertising at Fresno and anywhere in the State. Yuma intends to utilise many legal forms of advertising like internet, magazines, social media, cannabis internet platforms like leafly, weedmaps, cannasaver, etc.. The entrance will be visibly posted with a clear and legible notice indicating that smoking, ingesting, or otherwise consuming cannabis or cannabis products on the premises or in the areas adjacent to the business is prohibited, and no person under the age of twenty-one (21) years or eighteen (18) years of age for medical patients are permitted to enter upon the premises of the commercial cannabis business. Yuma will never advertise by having a person holding a sign and advertising the business to passersby, whether such person is on the premises or elsewhere including, but not limited to, the public right-of-way. Current Zoning:​ ​The property is located within the CMS Commercial - Main Street. According to Fresno Municipal Code chapter 15, the CMS district is intended to preserve or promote small-scale, fine-grain commercial development in neighborhoods where single-family residential and townhomes are predominant. A traditional “Main Street” character is achieved with active storefronts, outdoor seating and pedestrian-oriented design. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 4 FRESNO FARMS Site Condition:​ Current Site condition is a small shopping center with vacancy. The large parking lot needs new cover and striping. It is surrounded by commercial retail buildings on all sides. The area has several vacant parcels, and some buildings that have deferred maintenance. There are a lot of small retail and restaurant spaces. Our security plan is designed keeping in mind the higher levels of crime in the area. The neighborhood will benefit from the regulated, safe and secured establishment that will be monitored 24/7 by armed security personnel. Floor Plan: ​Yuma will perform tenant improvements to the property provided by the landlord, in substantially “core-and-shell” condition. The applicant will implement the following floor plan that is designed for safe and secured cannabis retail business. The extensive remodel will include multiple trades, incorporating an array of property improvements from framing to glasswork to custom-designed cabinetry and interior layout with enhanced security and air circulation and treatment to provide outstanding customer experience and bring value to the neighborhood. We have allocated over for tenant improvements in our pro-forma calculations. The detailed breakdown of the trades involved is provided below (“Item” column), along with the detailed explanation of work (“Detail” column). CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 5 The average age of the population in immediate vicinity of the site is 32-41 years old Specific compartmentalized areas of the floor plan, as shown in below diagram, include: Screening Lobby Waiting Foyer Retail Area Management Office Product Storage Break Area Online orders and NSF retail Vendor Lobby Unisex restroom The interior of the property will be furnished with stylish furniture and ornaments resembling Fresno agricultural history. We will feature pictures of historic Fresno by local artists and photos from the Fresno County Historic museum. There will be no pictures of the product, and product information in the screening lobby. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 6 6.2. Current View of the Property. Building and Property Features:​ The proposed site is a retail building with vacancy along Fulton Street in District 3. Fresno Farms will occupy approximately 1,008 square feet (“sf”) of total building space. Fresno Farms will be located within a fully enclosed building, and cannabis products or references will not be visible from the public right-of-way. Yuma will seek advice and approval of the Planning Department prior to finalising the facade, type of construction and the Site Plan. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 8 Green Energy Design: ​Fresno Farms was welcomed by property management and existing tenants and is believed to become a natural extension of the community and a great business partner. Neighbors expressed their desire to have a clean, compliant, and regulated business that will bring increased traffic, security, and surveillance to the area. Our facility will be a thoughtfully-designed and quality-built establishment using sustainable development practices and green building performance standards which are in line with the City of Fresno General Plan and California Green Building Code (“CALGREEN”), wherever possible. We will promote efficient energy consumption by installing LED lights as per Community Energy Action Plan. We will implement a Groundwater Recovery Enhancement and Treatment (“GREAT”) Program by installing water conservation fixtures. Additionally, we will research for our proposed site the option of installing solar panels to offset the carbon footprint of the business. 6.3. Site Diagram. 6.3.1. Accurate, dimensioned and to-scale site diagram. Yuma’s Fresno Farms facility is conveniently located on the east side of Fulton Street south of Olive Avenue. The customer entrance faces west towards North Fulton Street along the sidewalk. The Vendor Lobby can be accessed via the rear entrance off the Parking Lot. Ample parking will be available for both customers and vendors on the north side of the lot. Vegetation and landscaping will be maintained in a way that enhances visibility and security and reduces opportunities for concealment. The Site Plan below accommodates the yards, walls, fences, parking and loading facilities, landscaping and all items required for the development. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 9 The proposed site will be developed with a single one-story metal and block retail commercial building, in accord with the City of Fresno’s general development plan. It will have ample parking provided with ADA parking on the newly constructed asphalted parking lot, and a landscaped area that would accommodate detention. The site will be separated from adjacent properties by the fence. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 10 Table of Contents 7. Community Benefits and Investment Plan 2 7.1 Social Responsibility Plan.2 7.1.1. Hosting Expungement Clinics, providing funding, outreach services.8 7.1.2. Incorporating an environmentally sustainable business model including energy efficient buildings and vehicles.9 7.1.3. Utilizing vacant buildings, brownfields land, or blighted areas of the city for the business.12 7.2. Public health outreach and educational program that outlines the risks of youth use of cannabis and resources available to youth related to drug addiction.16 7.3. Describe whether the Business plans to contribute to the Fresno Community Reinvestment Fund, established to support local cannabis equity businesses.18 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 1 7. Community Benefits and Investment Plan 7.1 Social Responsibility Plan. Yuma is dedicated to fulfilling its social responsibilities, creating opportunities and connections and enhancing the quality of life in the communities in which it operates. We have a tried and true recipe for success which includes pre-license outreach, social equity commitment, partnership with and patronage of local nonprofits and local businesses, expungement clinics, a sustainable building and revitalization. Pre-License Outreach: ​At Yuma, we are proud to have a transformative effect on each neighborhood in which we operate. We have been successful not only in large, cosmopolitan areas but also in smaller cities and rural communities. Part of our neighborhood commitment in Fresno involves our ownership team engaging with local residents, business owners, and nonprofit organizations. To that end, owner Jessica Reuven has been conducting community outreach and engagement efforts daily. We will utilise our specifically designed ​city approved public outreach and educational program for youth organizations and educational institutions that outlines the risks of youth use of cannabis. Chamber of Commerce: We intend to use Chamber of Commerce recommended vendors and will also sponsor and participate in Chamber of Commerce events such as the Business Awards Luncheon, the State of the City Luncheon, and networking lunches. District Councils: ​Our ownership team proactively reached out to our District Councilman to discuss any concerns that residents may have raised concerning cannabis businesses. We understand that residents are overall supportive of the cannabis industry expanding to Fresno. Door-to-Door Outreach: ​Yuma has already reached out to many of the businesses and individuals in the surrounding area. Prior to our opening, we are committed to reaching out to at least 80% of retail businesses within a 500-foot radius (100 ft is required). Fresno Farms was CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 2 Yuma joined the Fresno Chamber of Commerce and introduced ourselves to Terry Graham, Director of Membership and Business Outreach. We discussed the reputation of the cannabis industry in Fresno, collaboration with local businesses and nonprofits, networking and hiring events, and working together with the Chamber of Commerce on community initiatives. welcomed by neighbors as they appreciate having a clean, compliant, regulated business that will bring healthy traffic, security and surveillance to the area. Pre-Operational Open Houses: ​We understand that cannabis dispensary facilities are often associated with negative stigmas concerning clientele or what is happening behind closed doors. As part of our commitment to the betterment of the community, Yuma will engage with local groups to identify and re-educate pressing public concerns. Before the first day of dispensary operations, the Company will host an open-house style event for members of the community. By opening our doors to those who live and work in the area, we will educate concerned community members on dispensary operations and welcome the opportunity to answer their questions with direct responses from owners and operators. Fostering this culture of transparency during the inaugural stages of dispensary operations will help the company establish a welcoming reputation and correct any residual misconceptions stemming from outdated misinformation. Discount Programs: ​Affordability for our customers, especially in emerging markets, is a key component of our mission. To show our commitment to the most vulnerable populations in Fresno, we provide the following discounts on cannabis products: ●15% for active and reserve military and veterans ●Up to 20% for those on government assistance programs based on Letter of Hardship ●10% for seniors (age 65+) ●10% for Covid-19 essential workers (including farm laborers) ●5% for those who use public transport, ride-sharing, and non-motorized biking to get to our store ●5% discount for groups arriving via private bus; for example, assisted living facilities or retirement communities that would like to partner with us would be eligible for free private bus transportation for their residents - costs which Yuma would cover ●5% discount for ride-share customers who arrive in groups of 3 or more Job Fair and Commitment to Local Hiring: ​Yuma has a target goal of employing at least 80% local Fresno and Fresno County residents. As soon as a license is awarded, we will organize a job fair specifically targeted to City of Fresno and Fresno County residents, veterans, disabled persons, members of the LGBTQ+ community, and those adversely impacted by the War on Drugs. Our carefully-selected team will be chosen, irrespective of past work experience, so long as the individuals are thoughtful, engaged, and dedicated to our corporate values. We also have bilingual staff on premises at all times. Yuma will actively recruit locally and encourage members of the Fresno community to apply by advertising in ​The Fresno Bee​, ​California Advocate​, ​The Collegian​ of Fresno State, and ​Vida en CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 3 el Valle​ in addition to online platforms such as Indeed and other national advertising channels. We will also find candidates by utilizing our partnership with Community Rural Legal Assistance Group (“CRLA”), Central California Legal Services (“CCLS”) and the Fresno Chamber of Commerce, and by utilizing other local non-profit partners, houses of worship, and the Fresno Economic Opportunities Commission. Additionally, we will post on websites such as workplacediversity.com and vetjobs.com in addition to other local channels referenced in the Social Policy Plan​. Community Investment Fund - 2% of Profits: ​We share the City’s vision of enhancing the quality of life for its residents. We plan to advance this by reinvesting a percentage of Yuma’s profits in a Community Investment Fund. Nonprofits will benefit not only from our financial support and resources but also from our time. Yuma has designed programs to fit the needs of our community partners. In seeking out our partners, we look for programs that have the highest direct impact on those in our local community, and particularly organizations that work with women, children, veterans, disabled persons, and those who have been particularly disenfranchised by the War on Drugs. Community Feedback: ​At Yuma, we believe that regular communication with all of our stakeholders helps us proactively address community issues and provide educational opportunities. Therefore, the Company will create a website at www.yumaway.com/fresnofarms, that will give interested parties updates on our specific plans for operation, provide a tool on the site to give feedback on how we are doing, and to learn about how we are enhancing the quality of life in Fresno. The ownership team and the General Manager will further encourage scheduling of quarterly meetings with the City Manager or his/her designees(s) to discuss costs, benefits, and other community issues and opportunities. Co-founder, Ms. Reuven will attend meetings at the request of the City Manager. Supported Charitable Organizations and Community Events Emergency Relief and COVID-19:​ In times of crises, Yuma is here to help. Our leadership team feels blessed to be home, healthy, and safe and we wanted to do something - anything - to show our appreciation and support to the frontline workers who are making the utmost sacrifices on our behalf, and to let our neighbors know they are not alone. To that end, our team has delivered lunch in collaboration with Subway to the frontline Emergency Room healthcare staff at the Veterans Affairs Medical Center (“VAMC”). CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 4 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 5 Yuma Way sponsored meals delivered to the VAMC Emergency Room Frontline Health Workers. In-Store Basic Needs Donation Campaigns: ​In-Store Donation Campaigns will maintain ongoing food and clothing drives to provide community members in need with access to vital resources. Yuma will assist customers and residents by providing them with access to nutritious meals and basic living necessities throughout the year. We plan to partner with local grassroots organizations such as the Central California Food Bank, Food to Share, Salvation Army of Fresno, and The Turning Point Foundation for community donation campaign efforts. The Company has already made a donation to Central California Food Bank to feed over 1,000 hungry Fresno residents this winter. Since 1992, Central California Food Bank has been dedicated to ending hunger in California.They provide food to more than 220 agencies in Fresno, Madera, Kings, Kern and Tulare Counties and serve over 280,000 people each month totaling over 40 million pounds of food served in fiscal year 2019, and is a member of the Feeding America Network, the nation’s largest hunger-relief organization​. ​Additional documentation available upon request. Public Health and Safety: ​We will volunteer our services to the Fresno Department of Public Health and the Fresno Police Department in preparing educational materials. We will also participate in the Fresno Police Department’s Neighborhood Watch initiative. Violence Intervention and Community Engagement: ​Our organization believes strongly that every person deserves a second chance and that communities are only as strong as their most vulnerable members. We would like to do our part to reduce gang violence and human trafficking, while giving meaningful opportunities for those who want to turn their lives around. Yuma will support the Mayor’s tattoo removal program, fund gang prevention and human trafficking prevention initiatives, and provide job training and support for those are committed to leaving a gang lifestyle or who are victims of human trafficking. Preserving Fresno History and Culture: ​Yuma founders strongly believe that museums and art centers ensure understanding and appreciation for various groups and cultures. We believe they promote a better understanding of our collective heritage and foster dialogue, curiosity, and self-reflection​. As such, Yuma would like to offer our support of The Fresno Art Museum and the Saroyan Theatre whether that be through public sponsorship of specific cultural events or the donation of tickets to our customers for paid programming as well as in-store promotion. Community Events: ​Fresno is a beautiful and vibrant multicultural center with many fantastic events that highlight and celebrate the City’s unique history and culture. We hope to develop close ties to our city and collaborate with event organizers to design how Yuma can best participate - whether that be through an in-store promotion or through public or anonymous sponsorship. Some of the events we hope to be involved with include: The Fresno Fair, The Fresno Veteran’s Day Parade, the Downtown Fresno Christmas Parade, and the Youth Arts Show. Fresno Parks and Recreation: ​Yuma will organize volunteer workdays where customers along with our staff can volunteer and participate in green practices such as planting trees, cleaning up parks, or updating public areas or buildings with new and sustainable amenities. We will also encourage community involvement by hosting community events such as picnics and educational workshops that will promote sustainability and encourage public involvement. Yuma Way Employee Community Days: ​Our employees are encouraged and incentivized to participate in volunteer events, including our “Yuma Way Community Days” which are paid days off to partner with a non-profit organization of the employee’s choice. In addition to being an excellent way to attract the kind of talent we seek in our organization, this helps us build deeper and more meaningful connections in the locations where we live and work. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 6 Additional Nonprofits: ​Yuma has contacted a number of other Fresno based non-profits including, Valley Teens Ranch Fresno, the Fresno Veterans Affairs Medical Center, Chabad of Fresno, and The Marjaree Mason Center. Many of these nonprofits were very gracious but understandably apprehensive about receiving public support from a cannabis-related company. Yuma heard about these organizations' missions and services and has already made contributions to Chabad of Fresno and to the Fresno Veterans Affairs Medical Center. We will contribute to all of these organizations with our time and finances, and will keep reaching out for further partnership opportunities as public perception of the cannabis industry continues to evolve. Documentation available for donations upon request. Partnerships With Fresno Businesses: ​At the core of our personal ethos and corporate values is a commitment to enhancing our local community. In keeping with that mission, we are dedicated to using local vendors whenever possible - and in particular, women- and minority-owned businesses. The following are just some of the local vendors we intend to utilize: Darden Architects: ​We intend to use Darden Architects to design our Fresno facility. Founded in 1959, this award-winning architectural firm prides itself on its environmentally friendly approach and commitment to giving back to its local Fresno community. The Fresno Arts Council:​ Yuma will use the Fresno Arts Council to commission artwork in our stores using only local artists, as well as artwork for our educational and marketing materials. Specialized Printing and Promotions:​ Yuma will use this veteran-owned company for any business cards, brochures, educational materials, and any of our graphic design needs. Habitat for Humanity ReStore of Fresno: ​To the extent possible, we will source building materials and furnishings from our neighborhood ReStore, in line with our commitment to sustainability and benefiting our local community. Lalo’s Auto Electric: ​We will use this minority owned auto shop for any repairs for our delivery vehicles. California Indoor Comfort:​ This company will be responsible for all of our HVAC, and AC, service repairs. San Joaquin Fire Protection Inc:​ This small business will be responsible for the installation and maintenance of our fire and safety equipment. As other business needs arise, we will look to groups such as the Fresno Chamber of Commerce, the Women’s Business Enterprise- West, and the Fresno Minority Business Development Agency for recommendations. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 7 COVID-19 and Social Distancing: ​During these uncertain times many of our initiatives will have to be adjusted to maintain safety of the everyone involved per City and State guidance. Yuma has experience to quickly adapt to emergency situations and conditions, and make initiatives successful despide limitations. As such, The Coffee Joint, in Colorado, which was closed for consumption since March of 2020 organizing virtual events, communicates with customers via social media, and has a very active internet presence. Using alternative methods of communications, The Coffee Joint continues to promote its mission - respectable consumption, cannabis research and education. 7.1.1. Hosting Expungement Clinics, providing funding, outreach services. Yuma has developed a direct partnership with the CRLA Fresno Office and will assist CCLS office to foster the development of an expungement program to have arrests and convictions for cannabis crimes removed from the records of Fresno residents. Expungement is a crucial element in righting the wrong of cannabis prohibition as under California Penal Code 1203.4, an expungement releases an individual from virtually “all penalties and disabilities” arising out of the conviction, and in expunged conviction does not need to be disclosed to potential employers on job applications. As it is, ​California’s ban the box law, AB 1008​, bars employers from asking about a job applicant’s criminal record until there is a conditional offer of employment. But once a conviction has been expunged under California law, it does not have to be disclosed to an employer even after the employer makes a conditional offer of employment. Jessica Reuven, Esq. will volunteer up to 30 hours per year to CCLA to ​provide pro bono legal assistance to low-income individuals and families in​ Fresno. The CRLA/CCLS program in collaboration with Yuma will help applicants put together, file and track all legal documents required with the assistance of highly skilled pro-bono attorneys from some of California’s largest and most distinguished law firms. Yuma will help host the clinics, CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 8 Partnership with California Rural Legal Assistance Group (“CRLA”): CRLA’s nonprofit legal service program has impacted the lives of millions of low-income individuals, improving conditions for farmworkers, single parents, children, the elderly, people with disabilities and entire communities. Partnership with Central California Legal Services (“CCLS”)​ is a private, not-for-profit, public interest law firm established for the purpose of providing free civil legal assistance to low-income individuals, families, organizations and communities. ​By maintaining a focus on its clients’ legal needs and the integrity of its services, an expert staff serves thousands of eligible clients in Fresno county. provide volunteer hours, advertise and fund relevant programming related to expungement programming. We will also collaborate on hiring events and training programs specifically targeting those who have cannabis-related criminal records, and will otherwise contribute to the CRLA and CCLS’s mission.​ ​Documentation regarding our partnership is available upon request. 7.1.2. Incorporating an environmentally sustainable business model including energy efficient buildings and vehicles. Yuma is a Green Enterprise, a business functioning in a capacity where minimal negative impact is made on the local or global environment, the community, or the economy and may have progressive environmental and human rights policies. A business that incorporates principles of sustainability into each of its business decisions, supplies environmentally friendly products or services that replaces demand for non green products and/or services, is greener than traditional competition, and has made an enduring commitment to environmental principles in its business operations. A business that participates in environmentally friendly or green activities to ensure that all processes, products, and manufacturing activities adequately address current environmental concerns. Yuma’s ownership has years of experience in construction. In the last several months we doubled our in-house construction department staff. In all our construction projects we promote the expansion of incentive-based programs that involve certification of projects for energy and water efficiency and resiliency. We promote appropriate energy and water conservation standards, construct bicycle and pedestrian amenities. We plan to achieve the level of performance through a combination of energy-efficient improvements including insulation systems, high– performance windows, efficient heating and cooling equipment, and qualified lighting and appliances. The Company intends to purchase two (2) unmarked Nissan Leafs (or similar electric vehicles) to minimize our carbon footprint when engaging in cannabis product deliveries Yuma is committed to its energy-efficient design and construction. We recognised that the city of Fresno implemented many environmental and energy efficient initiatives, and won an award from the U.S. Environmental Protection Agency (EPA) for these strategies. Yuma shares the same ideas and will become a great partner of the city in environmental and energy conservation. We do not expect to create above average environmental noise levels in any of our operations. The A-weighted average sound level for a given area (measured in decibels) during a 24-hour period with a 10 dB weighting applied to night-time sound levels (after 10 p.m. and before 7 a.m.). The Ldn is approximately numerically equal to the CNEL for most environmental settings. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 9 While adapting Yuma Standard Operating Procedures to the specific site in Fresno, we plan to develop and implement environmentally responsible policies and practices specific to the site. We will maintain a close liaison with the Fresno County Environmental Health Department, Cal-EPA Division of Toxics, and the State Office of Emergency Services, and the County Division of Environmental Health. Yuma strives to develop a Green Building, the one that is environmentally friendly in terms of energy consumption, or the waste they produce during its entire life-cycle. A Green Building will have little or no significant impact on the environment. Green buildings are scored by rating systems, such as the Leadership in Energy and Environmental Design (LEED) rating system developed by the U.S. Green Building Council, Green Globes from GBI and other locally developed rating systems. Waste Diversion Prevention.​ The prevention and reduction of generated waste through source reduction, recycling, reuse, or composting. Waste diversion generates a host of environmental, financial, and social benefits, including conserving energy, reducing disposal costs, and reducing the burden on landfills and other waste disposal methods. California Environmental Quality Act (CEQA) environmental quality, encourage environmental resource management, environmental considerations, Investigate and consider implementing economically effective and environmentally beneficial methods of biosolids handling and disposal. Crime Prevention. ​Our comprehensive design approach will incorporate Crime Prevention Through Environmental Design (CPTED) principles and best practices. Strategies for CPTED include, but are not limited to: natural surveillance, territorial reinforcement, and target hardening. Research into criminal behavior demonstrates that the decision to offend or not is more influenced by cues to the perceived risk of being caught than by reward or ease of entry. Consistent with this research, CPTED-based strategies emphasize enhancing the perceived risk of detection and apprehension. Our CPTED plan is further described in the Security Plan, ​Section 5​. Green Energy Design: ​The facility will be a thoughtfully-designed and quality-built establishment using sustainable development practices and green building performance standards which are in line with the City of Fresno General Plan and California Green Building Code (“CALGREEN”), wherever possible. We will promote efficient energy consumption by installing LED lights as per Community Energy Action Plan. We will implement a City of Fresno USBR Water Management Plan CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 10 Program by installing water conservation fixtures. We will investigate in cooperation with the Landlord the option of installing solar panels to offset the carbon footprint of the business. Redevelopment Expertise:​ Yuma founders offer in-house construction and land development expertise and are considered to be experts on cannabis-specific projects. Their growing real estate portfolio of over 300 projects includes many commercial development projects, and specifically, cannabis-related establishments. One of the examples of our cannabis-related projects is a dispensary in Longmont, CO named Twin Peaks. The store is located in a comparative neighborhood shopping center of similar age. The construction took nearly four months, was completed prior to the deadline and finished under budget. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 11 1. 2. 3. 4. Photos 1-4 show the original undivided space. The first image is the original interior. Image 2 is mid-construction while framing and internal walls were being built. The third photo shows construction progression and the fourth shows the original building exterior. 5. Image 5 shows the final, stocked Retail Sales Area at Yuma Way’s Twin Peaks dispensary in Longmont, CO. 7.1.3. Utilizing vacant buildings, brownfields land, or blighted areas of the city for the business. According to the City of Fresno 2019 report by the Police Department “Question 2 - What issues facing the City should the new Police Chief be aware of and understand?” the biggest problems that the City is facing are: Homelessness (264), Gangs/gang activity/gang violence (244) and Drugs/drug addiction (117). It is evident that creating safe neighborhoods is a top priority for the City of Fresno. Our experience in land development and our in-house capabilities allow us to build safe, energy-efficient, secure buildings that bring jobs, income and tax revenue to the communities we serve. All of these factors have a positive impact on reducing poverty and thereby reducing poverty linked negative conditions including the City’s biggest problems. Vacant Buildings and Lands:​ According to Fresno Municipal Code (“FMC”) ​§​10-617, a vacant building in a blighted exterior condition shall be deemed a public nuisance. Vacant properties have to be registered, insured and maintained to avoid heavy administrative finds. Nevertheless, there are many vacant buildings across the City, and specifically within this application district which have fallen into disrepair and have entered into a blighted condition, with COVID-19 only exacerbating the problem. Yuma is happy to be a part of the solution, and participate in building upkeep and revitalization projects. Brownfields Land:​ In urban planning, brownfield land is any previously developed land that is not currently in use that may be potentially contaminated. According to FMC ​§​ 9-3316 it is a social responsibility of the cannabis business to utilize vacant buildings, brownfields land, or blighted areas of the city for the business. Yuma ownership has an experience in commercial CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 12 6.7. Image 6 shows the exterior with new Twin Peaks signage that is visible from the heavily-trafficked main road and balances modest signage. Image 7 was from the dispensary’s opening ceremony attended by the local Chamber of Commerce in November 2018. land development, obtaining environmental reports, addressing contamination by clean-up, removal and disposal. All revitalization projects committed by Yuma ownership will be analyzed for environmental issues, which would be addressed as needed to gain a clean Phase I report. Blighted Areas: ​According to definition of the Fresno City Code, ​"Blighted Building" means a vacant residential, commercial, or industrial building and all yards surrounding the building that is in violation of one or more provisions of the Fresno Municipal Code or California state law, and therefore reduces the aesthetic appearance of its neighborhood, area or district, is offensive to the senses, or is detrimental to nearby properties uses or property values. The property chosen by Yuma for retail location is considered to be a Blighted Building by this definition. Specific approaches to revitalisation of the property are fully described in Location, ​Section 6 ​of this application. Community Rehabilitation Projects: ​Yuma Way CA LLC founders have an array of construction projects that were successfully completed on time and under budget. Shown below is a recent example of just such a project: Canna City Dispensary in Commerce City, CO. Yuma’s leadership purchased a block of industrial properties along the city’s main highway which had remained vacant for over ten years and were in a state of complete disrepair. Permits were obtained, all buildings were rehabilitated and subsequently connected to local utilities. The city frontage road was repaired and the properties were then rented to reputable tenants. All of this was completed in record timing of five (5) months. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 13 Prior to the purchase of the property, this block was lacking basic services such as a paved road or utility services. Our business philosophy involves being a good neighbor to adjacent and surrounding homes, businesses, and organizations. Because reducing environmental impact is at the heart of our business philosophy, we will create and implement an environment protection and mitigation program involving development of facilities and business operations with the goal of minimizing the impact on the surroundings, as we strive to meet and exceed our very high corporate and individual standards in every area of operations. We hope to become a part of the Huntington community’s redevelopment and are happy to provide any additional information requested regarding other community development including commercial and residential real estate projects to showcase our experience and dedication to this important cause in the neighborhoods we champion. The General Development Plan of Fresno recognizes high concentrated poverty, high unemployment, and extreme disparities in quality of life circumstances and opportunities in different parts of the city, neglected and disinvested established neighborhoods and the Downtown Planning Area. This was the reason for the passage of the BUILD Act (Best Utilization of Infill Lot Development) of June 2013. The act represented a creative and practical approach toward addressing the problem of incentivizing infill development in the City of Fresno. Priority Areas include: Established Neighborhoods Generally South of Herndon Avenue. Included within this broad area are neighborhoods that are the most distressed in the city and among the most distressed in the nation. Yuma recognizes opportunities for revitalization and land development within the City. Yuma owners have an extensive land development background, in-house civil engineering expertise and fully staffed construction department. With these resources Yuma is well positioned to invest in upsite real estate projects in each market that we have presence. As such, we currently have under construction four shopping centers, apartment buildings, working on several cleanup CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 14 Five months later after complete rehabilitation of the buildings and road. and reconstruction projects. We have an experience with difficult sites that require environmental cleanup, bringing buildings up to code, site development design that requires extensive civil engineering design, that involves water quality analysis, providing detention and retention facilities. We believe that engaging in the cannabis program will boost the city's economy, provide jobs, increase tax revenues, and ultimately create new opportunities for real estate acquisitions and land development. We carefully reviewed the city of Fresno General Plan, engineering and development guidelines, and feel confident to be able to expand beyond the cannabis industry, to our other familiar territory of land development, property management and revitalization. One of the greatest hurdles in the cannabis industry or any business is finding the right location and developing that property to suit your needs. Real Estate for cannabis use can be very expansive and practically unaffordable for those who are just starting, and lacking funds to invest along with real estate, construction and re-development experience. In the city of Denver, Yuma recently purchased an industrial property specifically geared to serve as an incubator for social equity cannabis entrepreneurs. The specific property consists of four industrial units in the area zoned for cannabis manufacturing. All units are identical 1700 sf spaces with high ceilings and functional layout. One of the units Yuma will be developed as a kitchen and rented as a commissary kitchen to social equity startups. The other three units will be repaired, updated, and rented to other social equity cannabis enterprises. Similar projects will be undertaken in Fresno. Yuma will assist social equity cannabis and auxiliary partners (from our incubator program) find real estate where they can best build a budding business, and design, and construct the space that fits that particular use. To that end, Yuma will commit to revamping and developing at least one property per year in an underserved area and in need of revitalization for this purpose. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 15 7.2. Public health outreach and educational program that outlines the risks of youth use of cannabis and resources available to youth related to drug addiction. As a responsible cannabis business, part of our mission is to ensure that cannabis products stay out of the hands of adolescents whose minds are still developing and who may still have negative and addictive consequences from cannabis use. ​Unlike adults, the teen brain is actively developing and often will not be fully developed until the adolescent reaches their mid 20s. Cannabis use during this period may harm the developing teen brain​. Fresno in particular has seen cannabis use as a significant problem with 9th and 11th grade students, especially among African Americans according to Fresno County’s Alcohol and Other Drug Strategic Prevention Plan. Youth Access Prevention Program:​ In order to prevent cannabis consumption among youth and fight drug addiction, Yuma has developed our own Public Health Outreach Educational Program with the City’s approval which will be available for implementation by local non-profit organizations. As part of the program Yuma will support these organizations in a capacity acceptable to the organization in accord with its mission, whether that be anonymous sponsorship, volunteer time or donation of resources. The key parts of Yuma’s Public Health Outreach Education Program are: ●Identifying neighborhoods and communities of youth who are particularly at risk, including foster kids, single family homes, and those experiencing poverty, homelessness, or gang violence. ●Identifying experts in drug prevention and treatment to assist in developing program guidelines. ●Identifying new and existing non-profits who would be interested in participating in Yuma’s program. ●Establishing a Youth Access Program Committee. ●Introduce new channels and initiatives. ●Providing regular reporting and analysis on outcomes achieved. Fresno Existing Programs and Partners:​ Yuma recognizes the many qualified organizations and programs already existing in the Fresno area and would like to support those programs with donations, volunteer time and access to our own program materials and research. We support the organizations such as the Fresno Police Activities League (“PAL”) and The Boys and Girls Club of Fresno County in their programming to educate young people on the harms of adolescent cannabis use and the impact cannabis has on the body, as well as other youth drug prevention programs in the Fresno County area such as the Path Project, Friday Night Live, Central CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 16 California Recovery, and Fresno New Connections. Using evidence based models, these programs seek to break the cycle of drug addiction through rehabilitated caretakers, increasing educational opportunities and skill development, mentorship, and family reunification for particularly at risk youth. These organizations offer tremendous resources for those who have already succumbed to drug addiction, and we will act as public advocates for treatment and invest not just our money but our time for this cause. Programs support: ​Yuma will provide funding from our Yuma’s Community Investment fund to our identified program partners. Our leadership team plans to donate 10% of their time to charitable endeavors and we encourage our employees to follow the same model. We offer a paid volunteer time and company wide events to support local charities. Owner, Kirill Merkulov in particular has been recognized for his work related to children's programming and philanthropy. New channels and initiatives:​ Yuma and The Coffee Joint are pioneers in education, responsible consumption and fighting addiction. There is a specific part of The Coffee Joint website specifically dedicated to cannabis education including addiction prevention resources https://thecoffeejointco.com/education/​. It is one of The Coffee Joint missions to have an educational role, raise awareness of existing services and fill in the gap in the services provided by the mainstream. Yuma in collaboration with The Coffee Joint will conduct educational seminars, create brochures, and pamphlets, conduct internet outreach to adults to educate them on the importance of keeping drugs away from the hands of the youth. Yuma will offer to p​ost drug addiction treatment resources on our website and social media on behalf of our non-profit program partners. Youth Access Prevention Program Committee:​ The Committee will consist of Yuma’s General Manager, representative from the police department, participating non-profits, subject matter experts, local Fresno high school school board, and The Coffee Joint. The committee shall review reports related to current conditions of youth cannabis consumption and drug addictions, review Yuma’s involvement, and produce the reports and recommendations for the executive ownership. Reporting and analysis:​ Yuma’s Youth Access Prevention Program shall be a dynamic functional program, with yearly reports, clear results and analyses. Yuma’s executive team shall review reports and analyses on annual bases, and approve goals presented by the committee. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 17 7.3. Describe whether the Business plans to contribute to the Fresno Community Reinvestment Fund, established to support local cannabis equity businesses. In order to support equity in the local cannabis industry, The City of Fresno will establish the Fresno Community Reinvestment Fund to support local equity businesses operating in the City of Fresno under Article 33 Section 9-3315(b)(6). The fund will support local equity businesses in the area of workforce development, access to affordable commercial real estate, access to investment financing, and access to legal services and business administration technical assistance. We share the City’s vision of enhancing the quality of life for its residents. We plan to make an initial donation to Fresno’s Community Reinvestment Investment Fund to assist in local cannabis business development, training and education and ownership opportunities. We will continue that commitment with annual contributions based on the level of need identified by program directors and will also offer collaboration with our own incubator program. Yuma is in full support of 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. The Yuma incubator is expressly reserved for Fresno local social equity candidates, and those who were disproportionately harmed by the War on Drugs. It will offer its own tremendous funding, mentorship, product placement priority, legal and technical expertise, marketing and other benefits as outlined in greater detail in ​Section 2.9​, and will work hand-in-hand with the City’s own local cannabis business development program. CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION 18 accepted by: Kirill Merkulov Yuma Way CA LLC 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 3rd December Jessica Reuven / Yuma Way CA LLC 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 3rd December Margarita Tsalyuk / Yuma Way CA LLC 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 A Title Telephone Number Telephone Number 3rd December Kirill Merkulov / Yuma Way CA LLC 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 December 7, 2020 Please reply to: Marisela Martínez (559) 621-8038 Kirill Merkulov Yuma Way CA LLC Dear Applicant: SUBJECT: ZONING INQUIRY NUMBER P20-04601 REQUESTING INFORMATION REGARDING CANNABIS RETAIL FOR PROPERTY LOCATED AT 966 NORTH FULTON STREET (APN 452-115-10) 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 CMS, which is one of the allowable zone districts for cannabis retail businesses. Development standards of the CMS zone district are available in Sections 15-1203, 15-1204, and 15-1205 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 P20-04601 966 North Fulton Street Page 2 December 7, 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 two cannabis retail businesses may be located in any one Council District. If more than 14 are ever authorized by Council (more than two per Council District), they shall be dispersed evenly by Council District. The subject property is in Council District 3. There are currently no cannabis retail businesses located in Council District 3. 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 559-621-8038 or at Marisela.Martinez@fresno.gov. Cordially, Marisela Martinez, Planner I Development Services Division Planning and Development Department Appendix B Proof of Capitalization Yuma Way CA LLC Commercial Cannabis Business Application City of Fresno December 2, 2020 CONFIDENTIAL: PROPRIETARY AND/OR TRADE SECRET INFORMATION ​1 B1. Proof of Capitalization Yuma Way CA LLC December 3, 2020 To whom it may concern: This letter is to state that Yuma Way CA LLC, the Applicant in the Cannabis Permit Application Process in Fresno, CA, will employee within one year of receiving a commercial cannabis business permit, one supervisor and one employee who have completed a Cal-OSHA industry outreach course offered by a duly authorized training provider (per FMC 9-3316(c)). Sincerely, Kirill Merkulov Chief Financial Officer Yuma Way CA LLC kirill.merkulov@yumaway.com