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HomeMy WebLinkAboutCSE-20-63 - Kindred Empowerment RedactedApplication Type Social Equity Criteria Applicant (Entity) Information Social Equity Cannabis Business Permit Application CSE-20-63 Submitted On: Nov 13, 2020 Applicant Alton White brandon@nebrinaholdings.com In order to qualify as a social equity applicant, applicants must satisfy at least one of the following criteria: 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. Do you meet the above criteria, and want to apply as a Social Equity Applicant? Yes Please state your annual income: 18180 Do you have a past cannabis conviction? Yes Do you claim eligibility based on a family member past cannabis conviction? No Do you represent a cannabis social enterprise? No Do you have a membership interest in a cannabis cooperative? No Application Type Proposed Location Applicant (Entity) Name: Kindred Empowerment Fresno LLC DBA: -- Physical Address:City: Oakland State: CA Zip Code: 94605 Primary Contact Same as Above? No Primary Contact Name: Brandon Banks Primary Contact Title: Manager Primary Contact Address: Primary Contact City: Denver Primary Contact State: CO Primary Contact Zip Code: 94605 Primary Contact Phone: Primary Contact Email: brandon@nebrinaholdings.com HAS ANY INDIVIDUAL IN THIS APPLICATION APPLIED FOR ANY OTHER CANNABIS PERMIT IN THE CITY OF FRESNO?: No Select one or more of the following categories. For each category, indicate whether you are applying for Adult-Use (“A”) or/and Medicinal (“M”) or both Both Please make one selection for permit type. If making multiple applications, please submit a new application for each permit type. Permit Type Retail (Storefront) Business Formation Documentation: Limited Liability Company Property Owner Name: -- Proposed Location Address: -- City: -- State: -- Zip Code: -- Property Owner Phone: -- Property Owner Email: -- Assessor's Parcel Number (APN): -- Proposed Location Square Footage: -- City of Fresno Office of the City Manager 2600 Fresno Street Fresno, CA 93721 Cannabis.regs@fresno.gov To Whom it May Concern – Kindred Empowerment Fresno LLC presents the following compiled social equity applicant eligibility information and documentation on behalf of Alton White, our social equity eligible partner. Alton White is a Fresno resident with low income and, in accordance with Fresno Municipal Code Sec. 9-3316(b)(6)(iii), he meets both eligibility criteria (1)(a) and (3)(a). Criteria 1 requires the social equity applicant to be low income and have a past conviction for a cannabis crime. We provided the information available to us at this time regarding Mr. White’s past cannabis offense(s). In anticipation of submitting this application, a Livescan has been ordered to ensure that there is a complete record of Mr. White’s convictions, however we have not yet received the Livescan results. Criteria 3 requires the social equity applicant to be low income and have five years of cumulative residency in a zip code identified as at least 70% according to the CalEnviroScreen website. Alton has lived in Fresno for twenty years, specifically at . which is in Census Tract 6019005100. The Census Tract where Alton lives is in the 85-90% CalEnviroScreen 3.0 Percentile and as such, meets criteria (3)(a). We have put together as complete of an application as possible, but if provided an opportunity, we would seek to supplement our application materials here and provide additional documentation or context for Alton White’s social equity eligibility. We appreciate the City’s goal to prioritize local and equitable ownership of its commercial cannabis businesses and intend to be an outstanding example of success for the City’s commercial cannabis program. Looking forward to working with you. Best, Alton White, Melikaya White and Brandon White Kindred Empowerment Fresno LLC City of Fresno Office of the City Manager 2600 Fresno Street Fresno, CA 93721 Cannabis.regs@fresno.gov To Whom it May Concern – My name is Alton White and I am applying to the City of Fresno as a social equity applicant seeking one of the City’s available retail commercial cannabis business permit applications. I am submitting the attached Social Security Administration Benefit Verification Letter(s) for your consideration of my low-income status. My only income is from Social Security Benefits. When this is the case, as Social Security Benefits are not taxable, individuals do not need to file tax returns. As such, I did not provide my latest tax return, but rather these letters indicating my monthly income of $ , which amounts to an annual income of $ . Please note that I have family in Oakland and I have important mail sent to that address, though I do reside in the City of Fresno and have for the last twenty years. Thank you for your consideration and attention to this matter. Sincerely, Alton White To Whom it May Concern, Alton White is the majority owner and member of Kindred Empowerment Fresno LLC. He is an African American man who grew up in West Oakland. He has five children, six grandchildren and two great-grandchildren. He worked in Labor with the Labor Union periodically for over thirty years, working in such areas as oil refinery, pipe work, insulation, concrete as well as the planting of trees. In 2016 and 2017 he was employed at a restaurant where he was valued as a hard-working and reliable member of their team. Please see attached for a letter from Everett & Jones Barbeque. We plan to supplement this application, if permitted, once we obtain additional letters. Mr. White is passionate about the legalization of the cannabis industry having grown up in the Bay Area in the 60’s. Furthermore, as someone diagnosed with prostate cancer which is now in remission he greatly appreciates its medicinal value. Mr. White is excited and grateful to be a part of this growing legal industry. In anticipation of submitting this application, a Livescan has been ordered to ensure that there is a complete record of Mr. White’s convictions, however we have not yet received the Livescan results. As such we have engaged an investigator to search databases and review online records in order to provide as much information as possible, although not all online records are always complete. We intend to submit additional information if necessary after we receive the Livescan results. Mr. White deeply regrets and apologizes for his actions. He has rehabilitated and been drug-free since his arrest. He is committed to leading a productive life in society, working hard in the cannabis industry should he be permitted to do so, and sharing the remainder of his life with his children, grandchildren and great-grandchildren. Please let us know if there is any additional documentation that you require. We intend on supplementing the application with letters of reference when received. Michelle M. Dylan, Esq. Law Offices of Michelle Dylan Tel: 415-548-1882 Email: md@michelledylanlaw.com City of Fresno Office of the City Manager 2600 Fresno Street Fresno, CA 93721 Cannabis.regs@fresno.gov To Whom it May Concern – My name is Karen Fortson and I am Alton White’s girlfriend and long-term partner. Alton lives with myself and my family at in the City of Fresno and has for two decades. We do not have a lease to provide as my family owns the home and we no longer have a mortgage payment. Alton’s government issued identification is at the above Fresno address and his bank statements from Education Employees Credit Union (EECU), located in Fresno, also reflect his Fresno address. Included and attached to this attestation are his monthly bank statements from August 2018, November 2018, January-October 2019, and October 2020. We can certainly provide further bank statements or other pieces of mail, upon request, to further demonstrate Alton’s residency in Fresno. We provided the bank statements attached as they demonstrate at least one year of residency in the City prior to March 2020, though Alton has lived in the City for much longer. In addition to these documents, I also submit this letter and attestation for the City’s Consideration. By signing below, I certify that the information provided in this Letter and Attestation is complete, true, and accurate to the best of my knowledge. Thank you for your time and consideration. Signature: Name: Date 1 BUSINESS PLAN Criteria required in Phase II The goal of Kindred Empowerment Fresno, LLC’s retail cannabis business is to allow for implementation of safe, compliant, profitable, customer-focused, and community- conscious retail storefront operations in working partnership with the City of Fresno. Our team has watched as the trajectory of many cannabis businesses increasingly leans toward corporatized actors operating with only the bottom line in mind. This unfortunate strategy is often executed at the expense of employees, customers, and the communities in which they operate. Kindred Empowerment deeply believes cannabis holds a unique space in society as a catalyst for cultural growth, medical advancement, personal wellness, social responsibility, environmental stewardship, and community love. In honor of these sentiments, Kindred Empowerment will strive to be a role model cannabis business for the City of Fresno. INTRODUCTION KINDRED EMPOWERMENT R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 1 ] CONFIDENTIAL – FINANCIAL INFORMATION R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 16 ] Security Guard arrives to enter the building, unless otherwise authorized by the CEO or COO for that specific day. The Opening Manager will unlock the door and disable the alarms, keeping the specific alarm code private. The door will remain locked and alarm activated during all non-business hours. The Manager must next complete the “Opening Manager Compliance Checklist.” This includes, at a minimum: • Performing a walkthrough with the Security Guard to ensure the Retail Storefront is secured and safe for others to enter, is in clean/sanitary condition, security systems are in good working order, and POS/CCTT systems are operational; • Updating the “Opening Duties Checklist” for Retail Storefront Agent to complete prior to starting their shifts to ensure store readiness for the day ahead; • Assigning registers and break times to Retail Storefront Agents for the day; • Moving inventory in an appropriate amount to satisfy sales for the day to the Sales Floor from the Vault Room where product is stored overnight; and • Ensuring no sales take place prior to 6:00 am. Any operational deficiencies found during opening procedures will be reported to the Compliance Manager and/or Executive Management for resolution as appropriate per city and State regulations and company policy. CLOSING MANAGER. The Closing Manager is responsible for ensuring the store is closed compliantly and safely each night. The last customer’s transaction must be completed no later than 9:59 pm local time. To ensure this, company policy requires if there is a wait in the store, the Closing Manager lock the front door by 9:45pm. At that point, the Security Guard will stay by the front door, allowing customers out the door when finished. The Closing Manager will use the “Closing Manager Compliance Checklist” to ensure the Retail Storefront is closed properly each night, which includes, at a minimum: • Updating the “Closing Duties Checklist” for Retail Storefront Agents encompassing nightly cleaning and sanitation to Covid-19 and regulatory standards, counting register drawers down to $200, and logging all required information on the Closing Register Sheet; • Performing the daily inventory reconciliation in accordance with § 5424, which exceeds monthly requirements established by § 5051; o The inventory reconciliation will include comparing all hand counts of physical inventory to the sales logs for the day and the inventory levels reported in our in-house POS, Flowhub as well as the CCTT; • Moving all inventory from the Sales Floor to the Vault Room for secure overnight storage; • Ensuring all security systems are in working order; • Ensuring the store has been cleaned and sanitized to meet all COVID-19 prevention standards; and • Performing a walkthrough with the Security Guard to ensure the Retail Storefront is cleared of patrons or intruders, secured for the night, is in clean/sanitary condition, security systems are in good working order, and POS/CCTT systems are operational; R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 18 ] Once all duties have been completed, the Closing Manager will let the Security Guard and Retail Storefront Agents out of the building before activating all security systems and turning off the lights. Once security systems are armed, the Closing Manager will exit the building and lock the door. The Security Guard will always wait by the door to walk out with Closing Manager to ensure safe exit of the premises. If the California Cannabis Track-and-Trace (“CCTT”) system sales numbers and inventory are not aligned, the Closing Manager will re- inspect the product. If numbers are still not aligned, the Closing Manager will report the incident for Kindred Empowerment corporate inspection by the COO, CEO, and Compliance Manager. Significant discrepancy in inventory means a difference in actual inventory compared to records pertaining to inventory of at least three percent of the average monthly sales per § 5034. If significant discrepancy is confirmed, or loss, theft, criminal activity, alteration of records, or security breaches, Kindred Empowerment will notify the Bureau and local law enforcement within 24 hours. The notification to the Bureau of Cannabis Control (the “Bureau”) will be submitted on the Notification and Request Form by Kindred Empowerment’s Compliance Manager - signed off by the Chief Operating Officer - and include the date and time of occurrence of the theft, loss, or criminal activity, the name of the local law enforcement agency that was notified, and a description of the incident including, where applicable, the item(s) that were taken or lost per § 5036. All results of inventory reconciliations will be retained for a minimum of 7 years in company records and produced for the Bureau upon request (§ 5424(c). R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 19 ] 24 hours in advance. If no delivery is scheduled, Retail Storefront Agents will be instructed to refuse acceptance. To receive a delivery, Retail Storefront Agents must follow the “Orders Received Checklist,” which is a reference tool built to comply with all Bureau, City of Fresno, and company requirements to help ensure products are accepted correctly and compliantly. At the time of receipt, the recipient will verify and record: • Name and type of the cannabis goods (§ 5049(b)(1). • Unique identifier of the cannabis goods (§ 5049(b)(2). • Amount of the cannabis goods, by weight or count, and total wholesale cost of the cannabis goods, as applicable (§ 5049(b)(3). • Date and time of the activity or transaction (§ 5049(b)(4). • Name and license number of other licensees involved in the activity or transaction (§ 5049(b)(5). • Shipping manifest information, including (§ 5049(b)(6): o The name, license number, and licensed premises address of the originating licensee. o The name, license number, and licensed premises address of the licensee transporting the cannabis goods. o The name, license number, and licensed premises address of the destination licensee receiving the cannabis goods into inventory or storage. o The date and time of departure from the licensed premises and approximate date and time departure from each subsequent licensed premises, if any. o Arrival date and estimated time of arrival at each licensed premises. o Driver license number of the personnel transporting the cannabis goods, and the make, model, and license plate number of the vehicle used for transport. R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 22 ] Massachusetts at multiple Dispensary and Cultivation facility locations in full compliance with state law and successful integration with the Metrc system. This provides our Retail Storefront an advantage in implementing the POS system, as we are deeply familiar with the nuances, capabilities, and challenges associated with compliant operation of the platform. For any Retail Storefront to operate responsibly, it’s crucial to have an ironclad system in place to track and store inventory. With over 18 years of combine experience refining these processes in our other licensed cannabis dispensary and distribution businesses within and outside of California, the Chief Executive Officer, Chief Operating Officer, and Chief Financial Officer are amply equipped to comply with all . Emulating and continuing to refine strategies from our other successful and compliant dispensaries, we will track all products that pass through our custody to ensure we fulfill all anti-diversion responsibilities— and maintain compliance. Our Managers will have day-to-day oversight of integration and maintenance of Metrc with the Flowhub POS system once trained and authorized by the account manager. The POS will be real-time, web-based, and accessible by the Bureau at any time upon request. Inventory numbers will be transmitted directly to CCTT via a secure Internet connection. Flowhub will also assist us in meeting several crucial State-level compliance measures. We will integrate Flowhub with CCTT to communicate seamlessly with city and State tracking, as required. In addition to all Bureau required features, we know Flowhub POS to provide the following capabilities which we employ in our other regulated cannabis markets: • Track inventory in real-time. Cannabis items will be tracked from the moment of receipt into the Retail Storefront through customer purchase. Sold items will be automatically noted—easing inventory management and leading to great customer service. • Configure State-mandated purchasing limits. We can easily configure California State purchase limits within product categories. With each purchase, Flowhub performs an automatic calculation, displaying the percentage of State-mandated limits reached. Purchases in excess of the purchasing limit will be automatically denied. • Communicate seamlessly with the CCTT. Flowhub will integrate with Metrc to deliver information to the State’s official database in real time. • Achieve anonymity. The system has an anonymous guest feature, so that any/all purchaser information may be kept strictly confidential, at their option. • Protect data. As cloud-based software, Flowhub keeps data secure—protecting purchaser information at all times. • Service Interruption Protection. Flowhub features built-in offline capabilities to deploy a wireless LTE hotspot in the event of Internet outages to ensure all data is maintained and operations can commence. R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 24 ] • Process sales. Flowhub enables Retail Storefront Agents to smoothly search and navigate products— especially helpful for best serving customers when foot traffic is heavy. • Manage queues. We can implement a compliant mobile check-in app, enabling Retail Storefront Agents to move among crowds, gather information, and manage a queue—making shopping easier for customers. • Generate actionable reports. The Flowhub POS generates useful reports—from sales summaries to inventory depletion, monthly recaps to tax reports, employee performance and even customized Statements. These reports facilitate State documentation—and enable us to measure growth and monitor inventory loss. • Add promotions and discounts. Item by item, we can easily add discounts on check-out screens to help us manage inventory and provide value to our customers. • Implement loyalty programs. Through our POS, customers can opt into our loyalty program at any register. • Delivery Platform Integration. Flowhub has partnered with Dutchie to create secure, compliant, and convenient online-ordering and delivery options for customers. R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 25 ] Kindred Empowerment will assign one owner as the individual track and trace system account manager who will be ultimately responsible for system maintenance and integration with our selected POS system (§ 5048(a)&(b). The account manager will complete all required training and oversee the authorization and training of Retail Storefront Managers as unique, authorized system users. Flowhub POS and CCTT will be overseen on a daily basis by our Managers, who will work in close collaboration with the executive team for reporting and compliance purposes. Kindred Empowerment will ensure the POS system and CCTT are maintained in working order and all of the following activity is properly recorded per § 5049 for the retail storefront: • Sale and transfer of cannabis goods. • Transportation of cannabis goods to a licensee. • Receipt of cannabis goods. • Return of cannabis goods. • Destruction and disposal of cannabis goods. • Laboratory testing and results. • Any other activity as required pursuant to this division, or by any other licensing authority. DENIALS OF SALE. We will take measures during the verification of purchaser ID to ensure that people under the influence of drugs or alcohol, disruptive or violent customers, banned customers, underage customers, or those possessing false identification are not served. For the safety of purchasers and employees, we will turn these individuals away at the verification step, using the assistance of security personnel if needed. In the event that a mistake occurs within a sale—for example, if the wrong product or wrong amount of product is given to the customer, or our POS system malfunctions—we will investigate and remediate by voiding the sale. The Flowhub POS enables users to void in a few simple steps. We will only permit an Manager to perform this action. Voided sales within our POS will be added to the sales reports automatically, in a “void” column. For inspection, we will produce both a full sales report and a sales report that is filtered so just “void” sales are in view. This will allow inspectors to cross-reference in the midst of any discrepancies. Our employees will be trained to approach their job with accuracy and exercise the utmost precision. We will implement certain policies so employees can review a customer’s items— for example, the employee will repeat the cart back to the customer using any descriptors such as flavor. Employees will also double-examine the physical product packaging/SKU before bagging items and handing them over to the customer. These policies should help reduce human error in sales. R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 26 ] • Edible Products. Tinctures, capsules, tablets, gummies, chocolates, and other food items such as drinks, granola, etc. Locked and secured refrigeration and freezer options will be available at the Retail Storefront to store product as needed. Edible products will feature THC only, CBD only, various rations of THC:CBD, and rare cannabinoid options including delt-8 THC, CBG, THCV, THCA, CBDA, CBN. • Topical Products. Creams, lotions, salves, gels, balms, or intimate lubricants with various cannabinoid and body care ingredients. Topical products will feature THC only, CBD only, various ratios of THC:CBD, and rare cannabinoid options including delt-8 THC, CBG, THCV, THCA, CBDA, CBN. • Transdermal Products. Patches, lotions, creams, salves, gels, or balms that have transdermal absorption technology to allow cannabinoids to pass through the skin and enter the blood stream efficiently. Transdermal products will feature THC only, CBD only, various ratios of THC:CBD, and rare cannabinoid options including delt-8 THC, CBG, THCV, THCA, CBDA, CBN. • Miscellaneous Products. Innovative cannabis products that don’t fit neatly into other common categories such as suppositories, inhalers, eye drops, bath salts, etc. • Nano-Technology. Edible or topical products that implement nano- technology. Nano-technology reduces the particle size of cannabinoids to make them more bioavailable. Consumers may achieve faster, more intense results using less cannabinoids due to the body’s increased ability to use the nano-cannabinoids. Nano-Technolody products will feature THC only, CBD only, various ratios of THC:CBD, and rare cannabinoid options including delt- 8 THC, CBG, THCV, THCA, CBDA, CBN. • Seeds or Clones. Seeds and live plants may be sold for home grow purposes in accordance with all City and State requirements per § 5408. • Non-Cannabis Products. The Retail Storefront will offer cannabis accessories to aid in consumption of cannabis products as well as Kindred Empowerment branded merchandise per § 5407. R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 29 ] In addition to Dutchie, Kindred Empowerment will implement Mae delivery for retail storefront ordering. Mae is a revolutionary artificial intelligence chat bot and text to order delivery platform founded and built by our Chief Executive Officer and Chief Operating Officer. The platform was designed for ease of use and customer convenience, especially for those who may not have regular internet access, by not requiring additional phone software applications, logins, or passwords for ordering. In 2020 it was picked up by Momentum, a cannabis business accelerator powered by Eaze, UltraNative, and Bail Capital. As Mae grows in its capabilities, efficiencies, and offerings, we will increase its use in our retail storefront. All Kindred Empowerment deliveries facilitated by technology platforms will operate in compliance with § 5415.1. DELIVERY VEHICLES. As part of our environmental stewardship plan, Kindred Empowerment will execute its deliveries using a Chevy Bolt EV, an all-electric vehicle, to help reduce our carbon footprint and dependence on fossil fuels. The Chevy Bolt EV is currently used for compliant delivery by our Chief Executive Officer and Chief Operating Officer in the cannabis distribution business. Kindred Empowerment will begin delivery services with one unmarked vehicle (§ 5417(a)) and add to the fleet as customer demand requires. In addition to being environmentally friendly, the Chevy Bolt EV also features lane departure warning/lane- keeping assistance, forward-collision warning with automatic emergency braking, blind-spot monitoring, dual front and rear side-mounted airbags, 4-wheel ABS, stability control, anti- theft alarm systems, and a post-collision safety system for the protection of our Deliver Agents. The Chevy Bolt EV will be outfitted with a dedicated Global Positioning Device (GPS) that will record the history of all locations traveled and allow Kindred Empowerment to track the vehicle at all times. All GPS date from deliver vehicles will be stored for a minimum of 90 days and will be produced for the Bureau upon request (§ 5417(d)). All cannabis goods carried for delivery will be out of public view and locked in a fully enclosed container that is not part of the vehicles body (§ 5417(b)). Delivery Agents will not be permitted to make additional stops or leave the planned route during deliveries unless it is for refueling or emergency purposes (§ 5421 &§ 5415 ). All stops made during delivery must be documented and retained by Kindred Empowerment, including location of the stop, time, and reason for the stop . Kindred Empow D li ill l li i l unattended unless the vehi (§ 5417(c)). Upon requ Empowerment will produce color, VIN number, licens registration information (§ 5 R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 31 ] DELIVERY PROCESS. The delivery will start as soon as the Delivery Agent leaves the K Empowerment premises. Kindred Empowerment will ensure the v cannabis goods in our delivery vehicles never exceeds $5,000 time (§ 5418(a)). Before leaving the retail storefront to fulfill placed, the Delivery Agent must have a delivery inventory ledge cannabis goods onboard as well as a delivery request from the cu • For each cannabis good, the delivery inventory ledger will i • The type of good, • The brand, • The retail value, • The CCTT identifier, • and the weight, volume or other accurate measure of the ca good. After each customer delivery, the Delivery Agent will update the ledger to reflect the current inventory in the vehicle, which will be facilitated by Dutchie (§ 5418(a)). Upon arriving at the customer’s location for delivery, the Delivery Agent will verify the identity and age of the customer per §5404. Once verified the Delivery Agent will present an electronic delivery request receipt (§ 5420), containing the following: • The name and address of Kindred Empowerment; • The first name and employee number of the Deliver Agent; • The first name and employee number of the Retail Storefront Agent who prepared the order; • The first name of the customer and Kindred Empowerment-assigned customer number for that person; • The date and time the delivery request was made; • The delivery address; and • A detailed description of all cannabis goods requested for delivery including the weight, volume, or any other accurate measure of the amount of all cannabis goods requested; • The total amount paid for the delivery, including any taxes or fees, the cost of the cannabis goods, and any other charges related to the delivery; and • The date and time the delivery was made; and • The signature of the customer who received the delivery. Once signed, the customer will receive a copy electronically, and a copy will be retained for Kindred Empowerment compliance records automatically by Dutchie. DELIVERY AGENTS. All Delivery Agents employed by Kindred Empowerment will receive special training on the delivery process, compliance, CCTT requirements, documentation, safety, customer R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 32 ] CONTACTING THE HUMAN RESOURCES MANAGER. The Human Resources Manager should be contacted immediately if employees: • Have symptoms or are diagnosed with COVID-19; • Have a family member or roommate living in their home diagnosed with COVID-19; or • Have been exposed to COVID-19 via an enclosed airspace or interaction with another person for more than 15 minutes with or without a mask • Are Symptomatic (cough, fever, fatigue, difficulty breathing, loss of taste or sense of smell, etc.) If an employee presents symptoms at work, they will be sent home immediately. The employee should: • Schedule a COVID-19 test with a qualified healthcare provider; • Remain at home in self-quarantine until COVID-19 test results are obtained. If a COVID-19 test cannot be obtained, the employee should quarantine for at least 14- days and will not be permitted to work during that time; • If an employee is dismissed mid-shift for COVID-19 related reasons, the employee will be paid for the entirety of the shift; If an employee is sent home with symptoms, Kindred Empowerment will cease operations for the remainder of the day and have a third-party cleaning service disinfect the premises. In the event a cleaning crew is not available, Kindred Empowerment will ask for volunteers to help disinfect the premise. If an employee is confirmed to have COVID-19 Kindred Empowerment will; • Be transparent with employees throughout the process by informing other employees of their possible exposure; • Maintain employee confidentiality required by the Americans with Disabilities Act; • Collaborate with local public health officials to take all necessary measures; • Refer to CDC guidance for how to conduct a risk assessment of their potential exposure; and • Closing for cleaning and disinfecting. SANITIZATION. At the beginning of every shift, employees must wash their hands thoroughly and disinfect their delivery vehicle or POS station, as appropriate. Delivery vehicles, retail storefront POS stations, and areas of the storefront with high-customer traffic must be sanitized each hour after the shift has begun and again that the end of the shift. All cleaning must be logged and recorded by the delivery driver or retail storefront agent performing the cleaning each shift. R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 34 ] Sanitization will include: • POS station hardware; • Countertops and product displays; • Cash registers; • Door handles; • Customer restrooms; • Check-In area countertops; • The storefront waiting area; • Vehicle door handles, inside and out; • Steering wheel, dash, and buttons; • Seats and headrests; • Windows; • Trunk handles; • Locked storage containers for transporting cannabis product; • POS and Mobile devices; and • Pens or any other similar supplies kept. RETAIL STOREFRONT PURCHASING. At any high-quality retail storefront, the consumer purchasing process—from intake to deliberation, consultation to purchase—should be strikingly easy and enjoyable. Once Kindred Empowerment secures a property, our retail storefront’s design will be premised on this singular goal. All sales will be facilitated by a Retail Storefront Manager or Retail Storefront Agent, trained to execute such task in accordance with § 5402 and the processes our Chief Financial Officer has successfully implemented in his operations in Colorado and Massachusetts over the last decade. Once a customer enters the Sales Floor, he or she will be directed to the ADA compliant product displays for selection of their cannabis goods. Cannabis goods located in the product displays will be removed from their original packaging and kept behind the counter for inspection by customers (§ 5405 (b)). Customers will not be allowed to access the cannabis goods without the help of a Retail Storefront Agent or remain on the Sales Floor without the supervision of a Kindred Empowerment employee (§ 5402). All purchases will be facilitated at a POS station located near our display counters, through Flowhub. Before a purchase is finalized the Retail Storefront Agent must ensure the transaction does not exceed daily purchase limits of the following: • 28.5 grams of non-concentrated cannabis (flower or shake); • 8 grams of cannabis concentrate as defined in Business and Professions Code section 26001, including cannabis concentrate contained in cannabis products; or • 6 immature cannabis plants. R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 35 ] In addition to enforcement by our Retail Storefront Agents, Flowhub has safeguards in place to prevent transactions from completing if the purchase does not meet purchase limit requirements. PREVENTION OF SALE TO MINORS. Both the State of California and the City of Fresno are committed to avoiding the sale of cannabis to minors—and our retail storefront echoes this commitment. Our founders have witnessed firsthand the impact cannabis can have in delaying or deterring a minor’s youth, and we understand the potential risk of illegal cannabis distribution to minors. We are committed to preventing unlawful distribution of the products sold at our storefront. The company will begin prevention on the premises, with rigorous physical security measures that ensure only adults 21 years of age or older, agents, security personnel, and other authorized persons can access the premises. We will also direct employees to thoroughly inspect all photo identification—which customers will be required to present upon arrival—using an electronic scanner and their highly-trained eyes. We will take all necessary steps to ensure distribution to minors will not occur, and will provide extensive educational materials to inform consumers about potential risks as described in Section 7 of this application. In the event that we become aware of such activity, or an employee is otherwise suspicious, we will take immediate action to notify the Bureau, local law enforcement, and any other necessary authorities to ensure the safety of young people in our community is maintained. CUSTOMER SERVICE GUIDELINES. Visiting a retail storefront is an experience, and ideally, a customer’s purchasing decisions will be consistently easy, educational, and even delightful. This is our goal. All of our owners have an abiding passion for connecting consumers with high-quality, affordable, craft-driven cannabis products they can enjoy and benefit from. Our daily operations will optimize this goal, by means of a robust employee training schedule. Employees will possess a deep knowledge of all products, and with customer service best practices. We are confident that it will be able to provide customers with positive, productive buying experiences. R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 36 ] CUSTOMER SERVICE TRAINING. Successful retail storefronts become synonymous with positive experiences—and we believe ours will be no exception. Customers should feel like they possess an abundance of information and support. Our employees will answer customer questions, either firsthand or by systematic consultation with fellow employees. It’s likely that at least some consumers will be purchasing cannabis for the first time, and our staff will be prepared accordingly. OPPORTUNITIES TO ENGAGE CUSTOMERS. Kindred Empowerment’s goal is to make customers to feel clear and well-directed. That’s the experience we are excited to provide our customers, with the thorough training we provide to employees. A customer’s experience will start with a friendly acknowledgement and greeting. If a customer is looking around or appears to have a question, sales employees will be trained to approach them and offer help. As customers are checking out, employees will ask them if they were able to find all of the products they were looking for. (In the event that a customer answers “no” to this question, the employee will be trained to follow-up and help said customer, or to connect them with another on-duty employee who can). CONFLICT-CONTROL PROCESSES. If any customer is upset or has an otherwise urgent complaint, employees will be trained to include a Manager in any escalated situation and all will work to deescalate any situation. As a business, we are here to serve—and the definition of service extends to all other customers in-store during any disturbances, and our employees themselves. We will have a clear and straightforward plan for every employee to follow in the event of any harassment or undue aggression. If anyone is behaving dangerously or offensively, security personnel may use discretion in deciding whether or not to eject said customer, politely but firmly. All Security Guards will be trained in peaceful de-escalation techniques. Otherwise, employees will be trained with communication techniques to contact law enforcement if a customer interaction becomes dangerous for staff, customers, or the surrounding community. PURCHASING PROCEDURES AND VENDOR RELATIONSHIPS. The owners on this application boast 10+ years of experience founding and managing successful cultivation sites and dispensaries in multiple states. Equipped with this experience, we are confident in our ability to navigate vendor relationships as a purchaser, securing quality cannabis products in a way that is compliant with state law, beneficial to consumers, and good for business—within the company and beyond. Working with California vendors, we will engage in purchasing practices that are compliant with state guidelines to provide affordable products to our customers. We believe that all adults eligible to purchase cannabis by law should be able to access cannabis for all of its wellness characteristics despite personal financial situations and socioeconomic status. Kindred Empowerment is committed to stocking R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 37 ] products in multiple pricing tiers to make cannabis accessible for all while also providing connoisseur level products. In all of our transactions, we will prioritize quality: both of products and business relationships. To promote such quality, we will follow the operating principles outlined below. Kindred Empowerment will also use its purchasing power to support good actors in the industry, including those furthering our environmental stewardships and diversity missions, as further described in Section 7 of this application. VENDOR COMPLIANCE. We hold vendors to the same compliance standards that we hold our own retail storefront to. For this reason, if any staff members notice that vendors we purchase from are not complying with California state laws or local Fresno regulations regarding cannabis and cannabis related activities, we will terminate said business relationship and report the illegal behavior to the proper authorities. PRODUCT STORAGE. All products stored at the retail storefront will be maintained in environments designed to preserve the product’s integrity, purity, quality, and efficacy. Product storage areas will be well-lit, with product-preserving temperatures and humidity levels. Kindred Empowerment will also plan to have locked refrigeration and freezer options within its vault for products that are best stored lower than room temperature. Kindred Empowerment will work closely with vendors to ensure it understands how to best store products in order to provide the best possible customer experience. RECALL PLAN. It’s imperative that any cannabis retail storefront enforce sky-high product quality standards. As such, in other states, our company has an impressive track record for selecting and providing high-quality products that are both safe and usable for consumers. That said, there will be certain distinct situations in which cannabis we have either sold to consumers or still possess in our inventory will need to be re-handled by us. In the first situation, a consumer may bring our product back to the retail storefront to request a refund or exchange for personal reasons (“return” or “exchange”). In the second situation, the Bureau or another governmental agency may issue an order or directive to all retail storefronts to remove defective or potentially defective cannabis from the market (“mandatory recall”). In the third situation, we may ask consumers to return their purchases to our location because we have determined that the product may negatively impact their health or safety (“voluntary recall”). A recall may also be ordered to promote public health and safety, or if the sample failed the pesticide chemical residue test in the case the entire batch from which the sample was taken shall, if applicable, be recalled. To prepare for such circumstances, we have developed procedures for the following: • Recall practices • Quarantine practices • Destruction practices R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 38 ] If any products in our possession are otherwise rendered adulterated or identified as expired, recalled, or otherwise damaged, they will be promptly disposed of. Our recall, quarantine, and destruction procedures have been crafted by our Chief Operating Officer, Chief Financial Officer, and Chief Executive Officer who have over 18 years combined cannabis industry experience and a track record of creating policies for cultivation facilities, distribution operations, and retail operations in Colorado, Massachusetts, and California. Recall Practices Returns or Exchanges We have successfully implemented recall procedures in other markets, specifically Colorado, and will model our policies as such. Our retail storefront will have a clear and easily understandable written policy prohibiting returns and exchanges, except in cases of product defect or unused or excess product. The policy will be clearly communicated to all employees and consumers in writing at multiple locations in our store, including at the point of sale. We believe this policy is best for our community and our consumers for several reasons. First, if all retail sales are ‘final,’ then it will reduce the number of times a consumers will travel with cannabis to and from our retail storefront. In turn, this limits opportunities for theft, diversion, and accidental product loss or destruction. Mandatory and Voluntary Recall As a socially responsible company, we will cooperate with all industry and governmental stakeholders after any recall is issued, making sure that unsafe or inappropriate product is returned and disposed of as promptly and thoroughly as possible under the circumstances. We will implement a written recall plan and procedure for all cannabis or cannabis-derived products that may present a reasonable or a remote probability of serious adverse health consequences. The recall plan will include: • A mechanism to contact all purchasers who have, or likely have, obtained the product from us. • A mechanism to contact the vendor that manufactured the cannabis. • Communication with the Bureau, The City of Fresno, and Department of Public Health. • Outreach via media, as necessary and appropriate. • Destruction of any recalled cannabis product. R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 39 ] Review Our recall plan and procedure will be reviewed and adjusted every year to ensure it reflects the current state of the law and industry best practices. In addition, our plan and procedure will be reviewed each time a recall is issued and implemented. Activation We will activate our recall plan and procedure when a recall is issued by a manufacturer, distributor, or regulator, and when we conclude that a voluntary recall is warranted to protect the health and safety of our customers, and our employees. Plan Elements The recall plan and procedure will contain six elements: (1) Designating recall committee (2) Members, (3) Assigning recall responsibilities and procedures to committee members, (4) Identifying key external authorities, personnel, and their contact information, (5) Identification of recalled products, (6) Making proper and complete notifications, and (7) Removal and disposal of recalled products. Recall Committee Members Our recall committee will include employees from all levels of our company. In line with the community outreach woven into the fabric of our mission, executives, management, and retail employees will all work together on this committee to make certain that all community groups are respected and represented during a recall event. Although we expect the exact number of members to change from time to time to reflect current dispensary and community conditions, we expect that all significant company functions will be represented on the committee. Those functions are: • Regulatory affairs/Legal • Recall coordinator • Distribution and Supply • Operations • Sales • Marketing • Customer Service/Public Relations • Management • Information Technology • Purchasing • Quality assurance • Maintenance & Sanitation R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 40 ] Recall Responsibilities & Procedures We will take every step possible to ensure everyone in our community, even those who are underprivileged, have access to recall information. In the event of both mandatory and voluntary recalls, each member of our recall committee will be responsible for assigned tasks. Specific assignments for committee members will evolve, depending on the circumstances of each recall. The overall list of responsibilities includes: • Management of the recall and committee. • Evaluation of an event or situation for a possible recall. • Notification of consumers, vendors, distributors, government regulators and law enforcement, and media regarding recall decisions, events, and updates and progress. • Disposal and removal of recalled product as required by the rules and procedures for waste disposal in general or the special requirements of a particular recall. Key External Contacts We recognize that if a recall should occur, we have a specific and special obligation to communicate effectively with the Bureau and the Department of Public Health. In addition, we will also maintain constant and open communication with all parts of our community. This will be accomplished by creating and constantly updating a database of regulators, government officials, law enforcement, consumers, manufacturers and distributors, and the media. We will have their names, telephone and cellular phone numbers, email addresses, company addresses, and other relevant contact information. All of this information will be obtained only with the consent of each individual or entity, or taken from publicly available sources. Identification of Recalled Products We will promptly and properly identify all products and product variations that are involved in any recall. We will also determine if any other related products, brands, or dosages that we sell are or might be affected by the issue or problem that led to the recall. Proper and Detailed Notifications Notifications to community members, consumers, and governmental and regulatory authorities during any recall will be done in a timely, thorough, and comprehensive manner. In addition, distributors, vendors, and other relevant parties will be notified. Our procedures will include the following measures. • To contact purchasers, we will utilize our social media, traditional media, and website to issue recall notices. In addition, we will send email and SMS R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 41 ] notifications to consumers who have consented to share their personal information. • To identify the vendor a product came from, products will bear a unique serial number in CCTT that will match the product with a batch and lot number to facilitate any warnings or recalls. • Our director of compliance will contact the Bureau, and the Department of Public Health within 24 hours of discovering defective or potentially defective cannabis. We will use recall notices to communicate with regulatory and administrative agencies and our vendors. Regular updates will be provided during the entire recall process, and all notices and updates will be repeated and confirmed until the recall process is completed. Quarantine and Disposal Inventory control, tracking, and storage are fundamental to the safety and security of our community, consumers, and employees. We will quarantine any products that are received by us if we are notified by the state or vendor that, for whatever reason, they are not fit for sale or require additional testing. If products are deemed unfit for sale, we will follow established destruction procedures and, following product removal, we will thoroughly disinfect the safe to remove traces of contaminants if we believe contamination could have reasonably occurred. We will use all reasonable efforts to remove all recalled cannabis and other affected inventory from commerce. All recalled materials will be clearly labeled and marked ‘recalled-not for sale or distribution,’ and stored in a Limited Access Area and separated from any other cannabis inventory. It’s critical to properly dispose of cannabis inventory that must be destroyed, because improper disposal can lead to theft, diversion, and interruption of the legal chain of custody. At times, we will not be able to sell our product to the community for one reason or another—during these times, we are committed to using industry best practices for disposal and destruction. We take this responsibility very seriously as a matter of public security: monitoring, recording, and securing the destruction of all waste. Understanding that our employees and staff play a crucial role in the implementation of effective waste disposal procedures, we will commit significant time to educating employees on the importance of and operations surrounding responsible waste disposal activity. Recalled products will be handled in the manner specified by the company or agency which issued the recall. If the recall is voluntary, then we will use our own standard waste and disposal policies and procedures as outlined in Section 3 of this application. R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 42 ] PROMOTIONS AND CAMPAIGNS. In order to promote our retail storefront to customers and gain loyal business, we will implement promotions and campaigns in which products will be sold at discounted prices during specific holidays and programs. On select holidays, we will discount specific products and advertise these discounts prior to the sale. These advertisements will be promoted on social media channels such as Facebook and Instagram, and will specifically target adult users. Kindred Empowerment will ensure that all marketing and advertising efforts are conducted in accordance with § 5040 and the age confirmation in advertising requirements of § 5041. Additionally, Kindred Empowerment will ensure all marketing and advertising efforts also comply with local Fresno requirements per 33-9-3309. DIGITAL MARKETING AND WEB PRESENCE. Our website will include information about our location, hours of operation, background story, and all of the products that we offer in order to help consumers navigate their interactions with our business. However, we will also provide additional information to educate and engage our website visitors. In the present day, many consumers will research retail storefronts on the Internet prior to shopping. It is our responsibility to ensure that our physical and digital presence both furnish helpful resources, especially with respect to rules, regulations, and associated risks. To further inform purchasers and other visitors, we will provide resources on our social media channels and website. On all of our channels, we will share current clinical research on cannabis, leading news stories, and information that may be helpful to customers. We will convey information from reliable, validated sources to the public to effectively create a database of information on how to safely use and consume cannabis—along with vendor spotlights on our partners, who will be primarily minority, social equity-owned, environmentally sustainable vendors. We will update our site regularly with important information, and monitor our online communications channels including email, chats, and forums. As we monitor, we will ensure that information is accurate and up-to-date with respect to our operations and state laws and regulations. We plan to designate certain employees with the responsibility to review and update the website as the need arises. As an additional component of our digital engagement initiatives, we will partner with various local organizations for bimonthly newsletters that explicate an aspect of cannabis or the industry. These organizations include trade organizations like the Supernova Women, Minority Cannabis Business Association, local Fresno non-profit organizations, environmental stewardship organizations, substance abuse centers, craft cannabis vendors, and more. This initiative will ensure purchasers are receiving current information about cannabis and the industry and are better aware of the types of products we carry. ADA COMPLIANCE AND ACCESSIBILITY. Part of Kindred Empowerment’s Good Neighbor pledge is to make sure persons of all body types, physical abilities, and cognitive abilities can access cannabis in accordance with law. R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 43 ] We have established a program that is used in all facility deployments that focuses on meeting or exceeding ADA accessibility standards. All of Kindred Empowerment’s facilities in other regulated cannabis markets were designed and operate with accessibility inline with this program. Kindred Empowerment will ensure the design of its facility is accessible for not only customers, but employees as well. The design will be in compliance with the Americans with Disabilities Act (“ADA”) not only in the construction and access control elements, but also in the design of client interface areas and the custom product display cases used in the storefront. We are well-versed in and strictly compliant with ADA requirements across all facilities. Kindred Empowerment will ensure compliance with the Environmental Barriers Act as part of the design and build out process. This includes ensuring all spaces are appropriate for people with limited mobility or mobility assistance devices. All restrooms in the facility will leave space for wheel-chair turnaround and other ADA compliance features. Placement of fixtures, furniture and traffic flow pathways will specifically consider and address the needs of all patrons. This program includes entryway accessibility, access control system interface to automated door operators, ADA accessible display cases and POS fixtures, compliant restrooms, and compliant waiting room furniture/layout design. Security equipment that requires interaction, such as intercoms and request-to-exit pushbuttons, will be installed at ADA required heights between 3’6” and 4’. Any automated door operators used on facility doors will be interfaced with the access control system and door release push-buttons to allow for accessibility with maximum efficiency and convenience. PROHIBITED ACTIVITIES. In order to comply with all City and State regulations, Kindred Empowerment will ensure the following in regard to the retail storefront operations: • Security Guards will ensure Cannabis is not consumed by any person on the premises (33-9-3309(a)); • Security Guards will ensure no person will cause or permit the sale, dispensing, or consumption of alcoholic beverages on or about our premises (33-9-3309(b)); • No person shall cause or permit the sale of tobacco products on or about the premises (33-9-3309(c)); • No cannabis or cannabis products or graphics depicting cannabis or cannabis products shall be visible from the exterior of the property, or on any of the vehicles owned or used as part of the cannabis retail business (33-9-3309(d)); • All cannabis and cannabis products sold, distributed, or manufactured shall be cultivated, manufactured, and transported by licensed facilities that maintain operations in full conformance with State and local laws ((33-9-3309(f)); SIGNAGE, NOTICES, AND ADVERTISING. Kindred Empowerment will comply with all local and State laws and regulations regarding signage and notices, including, but not limited to, the following: R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 44 ] • Business identification signage will conform to the requirements of Chapter 15, Article 26 of the Fresno Code, including, but not limited to, seeking the issuance of a city sign permit ((33-9-3309(h)(1)); • No signs placed on the premises will obstruct any entrance or exit to the building or any window ((33-9-3309(h)(2)); • Each 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 ((33-9-3309(h)(3)); • Business identification signage will be limited to that needed for identification only and will not contain any logos or information that identifies, advertises, or lists the services or the products offered. Advertising will not be visible from the exterior of the establishment and will be prohibited on the exterior of the establishment. Kindred Empowerment will not 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 ((33-9-3309(h)(4)); • Signage will not be directly illuminated, internally or externally. No banners, flags, billboards or other prohibited signs may be used at any time ((33-9-3309(h)(5)). Kindred Empowerment exterior signage may be illuminated by indirect security lighting that does not conflict with Fresno regulations for safety and security purposes; • In accordance with State law and regulations, Kindred Empowerment will not advertise utilizing a billboard (fixed or mobile), bus shelter, placard, aircraft, or other similar forms of advertising, anywhere in the State. In addition, any cannabis advertising, including such advertising that is not connected to a cannabis business operating in the city, using any means described above, is strictly prohibited within Fresno city limits ((33-9-3309(h)(6)). Kindred Empowerment understands the City Manager or his/her designee may develop other commercial cannabis activity operational requirements or regulations as are determined to be necessary to protect the public health, safety and welfare per 33-9-3315. We look forward to collaborating with the City of Fresno to support and further this goal wherever possible within our proposed cannabis operations. R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 45 ] employees do not feel like they need to choose between their health/protecting their community and making ends meet for themselves and their families; • Paid Holidays Including: o New Years Day, o New Years Eve, o Memorial Day, o Independence Day, o Labor Day, o Thanksgiving Day, o Christmas Eve, o Christmas, and o Martin Luther King Jr. Day. • Flexible scheduling for employees pursuing vocational or higher education. As we have seen through other businesses we own and operate, supporting our employees in every way possible breeds loyalty, dedication, and a strong company culture that translates to outstanding customer experiences and a stronger industry. E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 4 ] with the account (§ 5048(b)(1)). Initial Account Manager training will be completed within 5 calendar days of license issuance (§ 5048(b)(2)). CAL-OSHA 30-HOUR - GENERAL INDUSTRY OUTREACH COURSE. Kindred Empowerment will ensure at least one manager and one employee have successfully completed a Cal-OSHA 30-hour general industry outreach course offered by a training provider that has been authorized by an OSHA Training Institute Education Center within the first year of receiving a retail storefront license, and annually thereafter (9- 3316(c)). DELIVERY PROTOCOLS. All Kindred Empowerment Delivery Agents will be trained per all applicable local and state regulations to deliver cannabis to customers in a way that is safe, secure, and compliant. In addition, Delivery Agents will receive additional training specific to COVID-19 precautions including sanitization, contactless delivery, personal protective equipment, signs and symptoms of infection, and what to do if exposed. COMPANY MISSION AND VALUES. As a family and minority-owned business, we are a highly purpose-driven organization. All employees will be expected to understand and articulate our mission and company story— and represent these values in the store as well as the community. As noted above, our company will strive to diversify the cannabis industry and help a broader population benefit from legal cannabis—personally, professionally, and financially Every full-time employee will also learn about the Company’s policy of extending four days of paid time off each calendar year to volunteer with any of our community partners, including the Minority Cannabis Business Association, of which one of our principal officers is a board member. This initiative will help employees better understand and embody our purpose and enrich our surrounding communities. APPLICABLE RULES AND LAWS. Employees will learn about the federal, California, and Fresno laws and regulations applicable to the retail storefront, its employees, and adult use of cannabis in general early in the training process. Among the specific legal requirements to be covered are what employees must do to maintain their legal status as a Retail Storefront Agent; the prohibition on sales to minors; quantity limitations on sales to purchasers; valid forms of identification; and all other required regulatory topics. All employees will be required to demonstrate their understanding of key legal requirements through assessments during the initial training program as well as at various points during their ongoing employment. The Chief Operating Officer will keep a close eye on any legal developments and ensure that any changes to laws and regulations are (1) promptly conveyed to employees through training programs provided at the next regularly scheduled weekly staff meeting or during specially scheduled training sessions, as appropriate; and (2) incorporated into initial employee training. E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 10 ] Employees will be required to complete individual assessments to ensure that they fully understand any updates to applicable rules and laws and the implications of those changes to their work and retail storefront operations. All training assessments will be stored in each employee’s file for the duration of their employment with the company. INVENTORY MANAGEMENT AND POINT OF SALE SYSTEM. Our training program will ensure that employees have a thorough understanding of all company operating procedures including, but not limited to, operation of our inventory management and point- of-sale (POS) systems; use of California Cannabis Track-and-Trace System (“CCTT”); delivery systems; and proper inventory handling and tracking. We will establish a traceable chain of custody that begins as soon as a delivery is accepted and continues until the final transaction between client and retail storefront to ensure that there is no illegal activity while transferring and selling the cannabis products. Employees will also learn how all products are tracked and properly stored throughout the course of dispensing and how Flowhub (described further in Section 1) is used to chronicle every activity, movement, and transaction as well as each Retail Storefront Agent who handles, obtains, or possesses the item. Employees will also be trained to understand Dutchie (described further in Section 1), our selected online ordering and delivery platform, integrates with Flowhub. This chain of custody tracking will deter illegal activity and allow for prompt and thorough investigations of any attempted theft or diversion. Employees will be taught about the Kindred Empowerment’s stringent inventory controls and procedures in order to ensure that the retail storefront’s inventory matches all transactional and financial records. Managers will be trained to conduct inventory reviews at the close of each day, and all employees will assist in weekly audits of our inventory selection. SECURITY MEASURES. E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 11 ] E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 12 ] about the products themselves. Employees will also be training to understand possible side effects and adverse reactions so they may educate customers on what to expect when consuming cannabis. Employees will also be trained to understand that operation of a vehicle or heavy machinery under the influence is both illegal and dangerous, and will advice customers not to do so. CONTINUING EDUCATION OPPORTUNITIES. The field of cannabis is evolving by the minute—and because of these new advances, we are committed to continuous education. Employees will be expected to have relevant, up- to-date knowledge and demonstrate a willingness to learn. We will also regularly monitor employee training to ensure that all employees annually complete the state-required eight hours of training, including at least two hours of training provided by a Responsible Vendor Program. To that end, the Company will offer regular training programs to help employees meet the state-mandated requirements and refresh their knowledge. To ensure employees continue to develop and maintain expertise on cannabis in general and the products we sell in particular, we will provide in-depth product guides for each item available for sale, detailing the product’s category and details, why we carry it, product history, how it is grown and manufactured, and the potential benefits and customer use cases. Employees will have access to these product guides digitally and while on the sales floor. In addition, we will circulate any notable scientific studies, clinical trials, or press pieces on cannabis for further optional reading. Any updates to state law and regulations or guidelines issues by applicable State of California and City of Fresno regulatory agencies will be promptly disseminated to all employees of the company. If a new vendor or product is added to the inventory, employees will be expected to learn about its ingredients, use, and benefits. Employees will be subject to periodic, random testing on California state regulations and/or cannabis knowledge. As a social-justice oriented business, we know employer-provided educational benefits have the power to lift families out of poverty and create economically beneficial opportunities. Our goal is to educate and empower our staff to stay on the cutting edge of cannabis science. We will achieve this goal by offering tuition reimbursement for continuing education courses and cannabis education workshops. Our employees will be encouraged to complete online courses and certificate programs to continue to build their knowledge base surrounding cannabis dispensing and consumption. As leaders in the industry, we understand that by offering our employees continuing education opportunities, we will foster their personal development which will in turn propel the overall success of Kindred Empowerment. We will collaborate with Green Flower regarding its Fundamentals of Cannabis Certificate Program. Founded in 2018, this program is utilized by top cannabis organizations and associations to educate their workforces, including ourselves. We will encourage all our Fresno employees to complete Green Flower’s Fundamentals of Cannabis Certificate Program by E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 15 ] offering it free of charge. Through this program, our employees will be introduced to topics that are vital to cannabis success, including but not limited to an overview of cannabinoids and terpenes, the endocannabinoid system, the biology and botany of cannabis, proper dosing protocol, safe cannabis consumption, and cannabis products and delivery methods. Green Flower offers an online platform and will allow employees to learn, while maintaining social distancing. CONTINUING EDUCATION FROM REPUTABLE ORGANIZATIONS. Additionally, Kindred Empowerment will offer access to Minority Cannabis Business Association and Supernova Women workshops, webinars, networking events, and educational materials to help build their knowledge of the many facets of the cannabis industry and help spark interest in entrepreneurship. Kindred Empowerment will also offer opportunities to go to conferences (both in person and virtual), specialized trainings, and hands on-learning experiences based on their employment position and needs of the company. We may also offer opportunities for cross training through our ownership team’s other licenses in the distribution and manufacturing verticles in order to help build well-rounded cannabis industry employees. Please see Section 7 of this application for more information on our ownership team’s history, Community Gardens, the Minority Cannabis Business Association, and Supernova Women’s role in our proposed retail storefront operations. COMPANY MEETINGS. As a people-oriented business, we encourage open communication to collectively make the retail storefront a better place to work and shop. Management may call team meetings where necessary. In addition, we will implement a weekly team meeting to review current sales promotions and new products, challenges, internal updates, and share positive feedback. Employees will be encouraged to commend their peers for exceptional performance, an outstanding customer experience, and/or positive Google or Yelp reviews to keep employee morale high and ensure a positive environment. COMPLIANCE CHECKPOINTS. Our employees help us remain fully compliant with all state laws and regulations, so their ongoing familiarity with such laws and regulations is paramount. Employees will receiving online training and subsequent proficiency testing following any updates to laws and regulations. In addition, first-year employees will participate in evaluations with a retail storefront general manager around the time of their 3-month, 6-month, and 1-year anniversaries with Kindred Empowerment. The General Manager will seek input from other E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 16 ] managers on the employee’s performance and will advise the employee on areas requiring further study or improvement. To ensure ongoing compliance with customer-related protocols, we will implement randomized shopper visits where a corporate employee will visit the retail storefront under the guise of a customer. Store teams will not be notified when a visit is set to take place in order to ensure objective evaluation. While there, the undercover employee will assess staff interactions, store merchandising, information transparency, and health and safety, among other things. Following each secret visit, the retail storefront will receive assessment results and teams will review and address any problems or concerns pertaining to compliance or quality of service. This process will help us maintain premium retail operations and promptly address any inconsistencies. ADVANCEMENT AND PROMOTIONS. Employees will be recognized for outstanding job performance as well as the progression of their cannabis knowledge. The company will implement an advancement program that requires employees to reach various learning benchmarks as they advance from entry-level to experienced retail associate, and eventually to store management positions. This program will guarantee that leaders within the organization have a deeper understanding of the products offered at the retail storefront and are able to make the most specific recommendations for customer needs. This program will be open to all employees, but will mainly target the transition from entry- and mid-level retail associates to sales leads and managers. To advance, employees will need to meet specific objectives pertaining to overall cannabis knowledge, specific product recommendations, and customer experience. For example, these employees must have a working knowledge of at least 75% of the products in each category, in order to more effectively recommend products to a customer. This training program includes a customer- employee role play portion that will demonstrate that an employee is able to surpass expectations in patron interactions. While these educational opportunities will not guarantee a promotion, employees who seek advancement will need to complete the necessary steps and pass required tests. MANAGER LEADERSHIP TRAINING. Our managers are an extension of the corporate team, and are expected to personify all of our Kindred Empowerment values. They will act on behalf of the executive team during day- to-day retail storefront operations. These individuals will demonstrate a natural aptitude for sales and a flourishing interest in the cannabis industry. In hiring, we will seek managerial candidates with strong retail management backgrounds and we recognize that they require different training. All managers will complete our standard cannabis training, regardless of past experience. In addition, they will complete the retail storefront’s leadership program which will prepare them to lead retail associates in executing a high-quality of service and maintaining a premium customer experience. These objectives will include: E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 17 ] • Driving the Employee Experience o Manager responsibilities and expectations o Acting as a brand ambassador o Creating a positive work environment o Boosting team member engagement and productivity o Maintaining legal compliance • Hiring the Right Team o Our hiring cycle o 10 steps for evaluating candidates o The interview process o Using the applicant tracking system (ATS) o Extending offers/terminations • Leading Your Team o Measuring performance: retail associate objectives o Hiring and onboarding o Location goals and strategy o Individual performance goals § Mid-year evaluations § Annual reviews § Employee coaching o Coaching, feedback, and praise § Communicating effectively § Providing constructive feedback § Issuing praise when appropriate o Enacting progressive disciplinary action o Issuing corrective measures o Preparing annual evaluations • Federal, State and Company Legal Policies o Understanding, enforcing, and complying with the following policies: § Internal Inventory Requirements § State Inventory Requirements § Equal opportunity employment § Open door policy § Americans with Disability Act § Harassment Policy § Sexual Harassment Policy § Nursing Mothers Policy § Family and Medical Leave Act § Professionalism and Conduct § Retaliation TRAINING RECORDKEEPING. All employee training will be documented and kept in the employee’s file throughout their life of employment with Kindred Empowerment, which exceeds the records retention requirements of § 5037(a)(3) . The training record will include, at a minimum: E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 18 ] way including: minorities, women, veterans, disabled people, previously convicted individuals, former foster care participants, low-income individuals, and individuals receiving public assistance. We believe wholeheartedly in diversity because we know from experience the many business and personal benefits diversity brings to the community, our business, and our employees. Our Chief Financial Officer and owner has worked with the Dorchester Bay Economic Council in connection with our Massachusetts cannabis business—creating avenues for non-violent cannabis offenders to enter the regulated, legal market—and we will strive to create similar opportunities in California. We will support job-seeking individuals within the Fresno community, with a goal of obtaining 75% local hires, through our diversity hiring initiative. We aim to provide special opportunities and application assistance for minorities, women, veterans, and disabled persons in our local community to gain employment at one of our retail storefront locations. The company will ensure our jobs are as accessible as possible. Our job descriptions will always be written at a middle school reading level and will only require pertinent skills and experience for the job. We will use unbiased, gender-neutral language for all postings and encourage anyone that believes they may qualify to apply. We aim to employees from the local community by advertising open positions in adult-oriented community centers, women’s centers, veteran’s centers, general websites, and cannabis- specific websites. We will advertise job listings near our retail storefront site during the construction process to attract local talent. WORKFORCE REENTRY PROGRAMS. Many individuals who have been arrested for cannabis use or possession have lost jobs, delayed education, and missed out on important family milestones. Without the proper resources, as many as three-quarters of released offenders will be arrested within five years of release. We plan to support ex-convicts of all backgrounds, especially those arrested for cannabis-related crimes. This issue is very close to us, as our principal officers have all witnessed how an individual’s life can be derailed by a criminal cannabis charge. We will partner with local employment reentry programs to hire disadvantaged applicants with a criminal past. Individuals who may have been involved in the illegal cannabis trade will be able to build the new, legal, regulated cannabis industry with us. We hope that by providing gainful employment with a living wage, we will assist these employees with successfully re-learning how to operate in the workforce and re-enter society. E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 20 ] meet compliance standards and be aware of any security threats or suspicious activity. Retail Storefront Agents will also serve as the Receptionists who will work alongside the Security Guard checking customer identification, answering retail storefront phone calls, queuing customers in the POS system for access to the sales floor, assisting with opening duties, assisting with closing duties, and admitting or denying customers entry to the retail storefront on a rotating scheduling bases. • Security Guards (2). Our Security Guards will be contracted through a reputable provider and will oversee access control, surveillance, and all other security measures. They will be responsible for handling security equipment, responding to potential threats, and executing safety measures. • Delivery Agents (4). Our Delivery Agents will be responsible for the safe and compliant delivery of cannabis products to customers who order online using our online ordering platform. They will ensure deliveries are made to qualified individuals per state law and the delivery vehicle is maintained per all company policies and state requirements, including COVID-19 precautions. All of these positions ensure holistic coverage throughout our retail storefront operations and will enable our principal officers to focus on long-term growth. E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 23 ] E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 25 ] E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 26 ] E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 27 ] important and valuable members of our community. We will always strive to hold ourselves to this high standard of service. INTEGRITY AND HONESTY. Our reputation will be built on integrity and honesty: customers can expect that we will uphold our promises, standards, and values. It will be up to all retail storefront employees to ensure that we earn that trust each and every time we interact with our customers. Every communication or interaction with our staff should serve to increase customers’ trust in our business. ACTIVE COMMUNICATION. Whenever we see or feel that our customers are not being properly or fully served, we will take action to improve that situation. Our management and executive teams will be notified about any problems or situations so that we can constantly improve our products and services for the benefit of those we serve as well as our community. RESPONSIVENESS. Being active also means being responsive. When we see or hear something that needs to be done, we will do it. We will proudly respond to the needs and wants of our customers in a timely manner. When something needs to be done, we are going to do it. All retail storefront employees, staff, management, and ownership will be required to follow the Code. A failure to do so may result in disciplinary action, suspension, or termination of employment. E R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 30 ] 3 NEIGHBORHOOD COMPATIBILITY PLAN Criteria required in Phase II All members of the Kindred Empowerment ownership team live in jurisdictions with legal cannabis including 3 Californians and 1 Coloradan and have experienced first-hand the negative and often frustrating ramifications of cannabis businesses that have not taken to responsibly integrating into their communities - from uncontrolled cannabis odors, to attempted diversion, to impenetrable traffic. Our majority owner is himself a Fresno resident, and is deeply committed to standing up a business that will be embraced by the community. As responsible business advocates and minority entrepreneurs with a combine 18+ years of experience operating in the legal cannabis industry as good community partners, the Kindred Empowerment team pledges to do everything reasonably within its power to be a Good Neighbor in the Fresno neighborhood in which we operate. It is our belief that cannabis holds a unique space in society as a catalyst for cultural growth, medical advancement, personal wellness, social responsibility, environmental stewardship, and community love. Further, we believe it is our duty to use our cannabis business as a catalyst for advancement of these same tenents to both honor the cannabis plant and the interconnectedness of our community through thoughtful retail storefront operation. We will use these tenents to guide business decisions as well as the way we interact with our neighbors. KINDRED EMPOWERMENT KINDRED EMPOWERMENT K I N D R E D E M P O W E R M E N T F R E S R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 1 ] stewardship plan. The Max-Fan will be installed inline in the ductwork as a second layer of active carbon filtration beyond the pre-filter. The Can-Filters paired with the Max-Fan will feature a pelletized carbon packed-bed design which acts as a sponge for volatile organic compound removal from the air capable of holding massive amounts of contaminant leading to a long filter lifespan, which contributes to our mission to minimize all types of waste at the retail storefront. This type of system is routinely used in cannabis cultivation and processing facilities and will operate at a level that exceeds the needs of a smaller retail storefront operation. • STANDALONE AIR SCRUBBERS. The stand- alone air scrubbers come in a variety of sizes. Depending on the size (volume) of the room/area where odor could be emitted, the appropriate air scrubber will be installed to provide a sufficient amount of air exchanges to prevent odor from escaping the premises once a retail storefront property is secured. These machines have a built-in DUAC honeycomb filter with activated carbon with capability to clean 1200 cubic feet per minute (cfm) using 27 lbs. of activated carbon media. These machines will be installed in the storage vault and any other areas that have the potential of emitting odor. • EXHAUST DISCHARGE. The air removed by each exhaust system will be discharged outdoors at a point where it does not cause a nuisance and not less than the distances specified in state code. The air will be discharged to a location from which it cannot be readily drawn in by a ventilating system. The exhaust system will be sized to remove the quantity of air required by state code. Exhaust systems will utilize filters that ensure odors and pollen are not being emitted externally per (33-9-3309(j)(1). • EXHAUST OPENING PROTECTION. Exhaust openings that terminate outdoors will be protected with corrosion resistant screens, louvers, or grilles. Openings in screens, louvers, and grilles will be sized not less than a quarter inch (1/4”) and not larger than half an inch (1/2”). Openings will be protected against weather conditions. Outdoor openings located in exterior walls will meet the provisions for exterior wall opening protective measures in accordance with the state code. • OUTDOOR AIR. The minimum outdoor airflow rate will be determined in accordance with state code. Ventilation supply systems will be designed to deliver the required rate of outdoor airflow to the breathing zone within each occupied space, which will be ensured by our Odor Control Plan designed by our Certified Industrial Hygienist. K I N D R E D E M P O W E R M E N T F R E S R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 12 ] environmental harms, theft, diversion, and interruption of the legal chain of custody. We are committed to using industry best practices for disposal and destruction considerate of environmental stewardship and security. Understanding that our employees and staff play a crucial role in the implementation of effective waste disposal procedures, we will commit significant time to educating employees on the importance of and operations surrounding responsible waste disposal activity. All waste disposal activities will be executed by no less than 2 retail storefront agents, including one Manager, under full video surveillance as an industry best practice. Cannabis waste shall be stored, managed, and disposed of in accordance with all applicable waste management laws, including, but not limited to, Division 30 of the Public Resources Code (§ 5054(b)). Disposal activities will take place on the premises by rendering the cannabis material into waste in accordance with the following standards and procedures (§ 5054(c)): • ACCESS. Access to the designated area where cannabis goods to be disposed of are stored will be limited to retail storefront agents and will be kept separate from where other cannabis goods are stored (§ 5054(c)). • SEPARATION OF CANNABIS GOODS. Cannabis products to be rendered into waste will be separated from any container or packaging it is in. All packaging or containers will be recycled or composted if made of appropriate materials as part of our environmental stewardship efforts. Vape cartridges will not be removed of cannabis oil prior to destruction given the vape cartridge itself is unusable at the time of disposal (§ 5054(d)). • RENDERING UNRECOGNIZABLE AND UNUSABLE. Rendering will be done by grinding and incorporating the cannabis goods including flower, edibles, and manufactured products with ground materials, so that the end result is at least 50% non-cannabis waste by volume therefore rendering the cannabis unrecognizable and unusable per § 5054(d). The cannabis goods will be ground with compostable material as part of our commitment to environmentally friendly operations. • SECURING CANNABIS WASTE FOR HAULING. Once cannabis goods have been rendered into cannabis waste, the cannabis waste will be stored in a locked container within a limited access area until the authorized waste hauler removes it from the premises (§ 5054(e)). • SCHEDULE. All destruction shall be done on the same day and time once each week. In the event we need to change our scheduled date and time, we will notify the Department and the Illinois State Police at least 3 days before the change in schedule takes effect. • WEIGHING, Measurement, and Reporting. We will weigh, record, and enter all waste data into the Flowhub, our selected POS platform which will be K I N D R E D E M P O W E R M E N T F R E S R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 17 ] integrated with the CCTT for automatic reporting before we render it to waste per (§ 5054(f)). This procedure will be recorded by video surveillance, and performed or supervised by a Manager. All documentation will be maintained by us for 7 years (at a minimum) from the date it happened. • DISPOSITION OF DESTROYED WASTE. Our destroyed and unusable waste will be disposed of by an approved hauler removing it from the facility. Because we will grind the compostable material, we will contract a compost or anaerobic hauling facility as part of our environmental stewardship plan. Cannabis waste will be disposed of separately from other waste, with bins that are clearly marked and color-coded for safe and secure identification. All of our waste bins will meet all state and local laws, and when not in use will be kept locked. Video surveillance will secure our limited access entries and exits where waste is stored. Only authorized agents will have the required access to enter and exit the waste disposal area until it is removed from the premises. • CONSUMER EDUCATION. Our employees and staff will inform and educate consumers about the risks of disposing of cannabis and related products using standard waste disposal methods. We will accept unused, excess, or contaminated cannabis from our consumers and properly destroy it. This will be an exception to our general ‘no return’ policy. We will also keep and preserve a written record of each disposal. K I N D R E D E M P O W E R M E N T F R E S R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 18 ] 6 LOCATION Criteria required in Phase III KINDRED EMPOWERMENT Kindred Empowerment's proposed construction and retail operation will increase economic activity at a previously underutilized site, increase the diversity of the businesses in the neighborhood and provide employment opportunities for residents desiring to work in the City. Currently California Custom Stereo, the building will go through an external and internal remodel. All designs will maintain compatibility with the neighborhood's surrounding character and will look similar to buildings situated in the business complex, see renderings below. The buildout of the proposed building will include replacing the existing deficient landscaping with green landscaping, including use of drought friendly plants. Currently, there is no excess trash and debris on the site that will require extraordinary removal efforts. Kindred Empowerment will similarly maintain the site and will ensure that walkways are kept clear and free from refuse and debris. The fully enclosed building will have signage that will be limited to identifying the business only. No cannabis products or advertisement will be visible from public walkways. The facility's design and construction will ensure odor prevention to surrounding businesses and promote quality design and structure that will enhance the building's exterior and the surrounding business complex. The proposed site is located near Herndon Station, .2 miles from the retail storefront entrance, a short 5-minute walk, making it a very walkable and accessible place to the people of Fresno. The building is near the 41 Freeway entrance, less than half a mile from the storefront, allowing for outside commerce opportunities as people may travel from other nearby localities to purchase cannabis products. Further, Kindred Empowerment is committed to encouraging its customers and patients to utilize environmentally friendly modes of transportation, such as walking or bicycle riding. Kindred Empowerment customers and patients will be greeted with a covered bike rack near the storefront entrance and a well-manicured site, including a sleek storefront and green landscaping. Kindred Empowerment will obtain all required approvals from all applicable governmental entities, including a Conditional Use Permit, a certification from the Community Development Director or his or her designee, and all required building permits. Kindred Empowerment's building will meet City and state requirements for accessibility, including accessible parking, accessible travel path, and restroom facilities. Kindred Empowerment will ensure the building has adequate electricity, sewage, disposal, water, fire protection, and storm drainage services/facilities. Kindred Empowerment's operations will be compliant with all applicable laws, regulations, ordinances, and guidelines. It will be consistent with Fresno's image and will not create a nuisance for the City and its residents. The Kindred Empowerment’s Retail Facility will include the following rooms, all of which are depicted on the premises diagram (see above and attached) and described below: - Office 1. - Receiving/ Work. - Office/Security. - Check-In Area. - Retail Floor. - Office 2. - Staff Kitchen/Break. The principal activities carried out in each room are briefly described in the following pages. Rooms that are considered limited access areas will be described first, followed by rooms that are not limited access. The areas depicted in the premises diagram and described below will not be sublet under any circumstances. If The Kindred Empowerment makes any changes to the premises that materially or substantially alter the licensed premises or their use, including, but not limited to, the removal, creation, or alteration of a common entryway, doorway, or passage, The Kindred Empowerment will first obtain written approval from the Bureau of Cannabis Control. LIMITED ACCESS AREAS Limited access areas will be the areas of the Retail Facility in which cannabis and cannabis goods will be stored or held and only be accessible to The Kindred Empowerment employees, outside vendors or contractors, and other authorized individuals conducting business that requires access to the limited-access area. Except for The Kindred Empowerment employees, any individual in the limited access-area will be escorted by a The Kindred Empowerment employee at all times within the limited access areas of the Retail Facility. The Kindred Empowerment will maintain a log of all authorized individuals beyond The Kindred Empowerment employees who enter the limited access area and the logs will be available to the Bureau, upon request. An individual who enters the limited access area will be at least twenty-one (21) years of age. The Kindred Empowerment will not receive consideration or compensation for permitting an individual to enter the limited access areas of the Retail Facility. All activities in the limited access areas will be captured on video by surveillance cameras. OFFICE 1 Office 1 will be a secure room with safes inside. The room will be used to store all of The Kindred Empowerment’s cannabis goods inventory, excluding cannabis goods in process during normal Retail Facility business hours or cannabis goods requiring disposal (cannabis good requiring disposal will be stored in the cannabis waste area) . Cannabis goods will be placed in Office 1upon release into inventory, when not in use during normal business hours, and prior to Facility closure. For this reason, access to the Office 1will be limited to the minimum number of personnel necessary for efficient operations. This secure storage space will be designed to control temperature, humidity, light exposure, and contaminants in order to ensure the quality and longevity of the cannabis goods stored inside. RECEIVING/WORK The Receiving/Work area will be where shipments of cannabis goods are unloaded after transport from the Facility of origin and prepared for shipping, if necessary for recall purposes, to the destination Facility. Upon arrival, shipments of cannabis goods will be carried into the shipping and receiving room where they will be cross-checked with the shipping manifest, weighed, inspected, recorded, and approved for release into inventory. Receiving/Work room will be where shipments of cannabis goods will be prepared and loaded for delivery per customer delivery request receipts. OFFICE/SECURITY The Office/Security. room will be where surveillance-system devices, security equipment, and surveillance footage will be securely stored. Access to this room will be limited to upper management and security personnel. The room will also serve as a place for live monitoring of entrances and exits to the premises and Facility in addition to point-of-sale and cannabis goods display areas. NON-LIMITED ACCESS AREAS RETAIL FLOOR The Retail Floor will be the sales floor/area of the Retail Facility in which cannabis and cannabis goods will be sold and that will be accessible to employees, verified consumers, authorized representatives of the Bureau and other government officials, and authorized tradespeople when necessary to perform their job duties. The sales floor will also be used for the display of cannabis goods and products. At least one (1) of The Kindred Empowerment employee will be physically present in the retail area at all times when consumers or other authorized individuals are in the retail area. Consumers will only be granted access to the retail area after The Kindred Empowerment will verify that the consumer is at least twenty-one (21) years of age and has a valid proof of identification or that the individual is at least eighteen (18) years of age, has valid proof of identification, and a valid physician’s recommendation for themselves or for a person for whom they are a primary caregiver. Valid proof of identification will clearly indicate the age or birthdate of the consumer or caregiver. Consumers will not be permitted to remain on the premises if they will not be engaging in express activity related to the operations of The Kindred Empowerment. After a consumer purchases their cannabis goods, the consumer will be required to immediately leave the retail area. On the retail floor there will also be a Genius Bar/Education Area where clients can receive education and information regarding their potential cannabis product purchases. Once they’ve received information about the products offered at our location they can make their way over to one of the Bud Tender Stations where they can order and pay for their products.There will also be an area of express pick-ups. These orders will be prepared ahead of time through an online ordering service/app. In order to pick up their cannabis products clients will have to present their valid identification to verify that the consumer is at least 21 years of age and has a valid proof of identification or that the individual is at least 18 years of age, has valid proof of identification, and a valid physician’s recommendation for themselves or for a person for whom they are a primary caregiver. CHECK -IN The Check-In area will be the sole entrance to the Facility that will be accessible to persons who will not be employed by The Kindred Empowerment. This space will be where consumers, visitors, contractors, and members of the Bureau, law enforcement, or other relevant state and local authorities will check-in with the receptionist before being granted access to any other area of the Facility. There will also be a TV Monitor and Lounge Area where consumers can stay while waiting to gain access to the retail sales floor if it has reached maximum occupancy. OFFICE 2 Office 2 will be the primary place in which administrative staff complete their work. This space will not have any cannabis goods in it and will not be a limited access area. The office will hold computers and workspaces for administrative staff who will be responsible primarily for recordkeeping, bookkeeping, invoicing, human resources activities, and other administrative tasks. Though The Kindred Empowerment will use a cloud-based service as the primary recordkeeping location, the administrative office will contain a locked storage closet with a secure filing cabinet for storage of any hard copies of The Kindred Empowerment records maintained on site, which may include, but is not limited to, The Kindred Empowerment Standard Operating Procedures, onsite security records, employee training materials, certificates of analysis, vehicle maintenance and transportation records, purchase orders, receipts, business documents, and local and state licenses. STAFF KITCHEN AND BREAK Staff Kitchen and break aread will be for use by The Kindred Empowerment employees only but are located in a different suite of the building, and not on the immediate licensed premises. These spaces will be completely separated from inventory storage areas, not monitored by surveillance cameras, and not considered limited access areas. The principal activities to occur in each of these spaces will be as follows: - Employee bathrooms will be used for employees’ personal sanitary needs. - Employees will use the break room for food and drink storage, eating meals during shifts, drinking beverages other than water, and relaxing during regular mid-shift breaks. Specific mentorship topics include, but are not limited to: • Entry to MCBA and Supernova Women networking events in-person (once safe given the status of the pandemic) and online; • Invitations to private lunch-and-learn sessions held with various minority and women business owners in the industry; • Access to financial tools and guidance for pitching investors, securing funding, and financing a business; • Resume-building assistance and review; and • Small-group compliance workshops to help fledgling entrepreneurs understand legal requirements. SECOND CHANCE FOR FRESNO CANNABIS APPLICANTS. If awarded a license and approved by the City of Fresno, Kindred Empowerment would like to work with the City to identify Social Equity Qualified applicants who were not awarded licensure in an effort to offer contracting, investment, and employment opportunities with our company. As minorities, we must work together to bolster our involvement in the cannabis industry. We would love to help bring to fruition some of the dreams and community initiatives that may otherwise not be possible for individuals who are not awarded licenses. PAID TIME OFF FOR VOLUNTEERISM. In addition to regularly allotted paid time off, all employees will receive 4 additional days of paid time off per year specifically to participate in volunteering activities. Kindred Empowerment aims to support the causes near and dear to the hearts of each of our employees by allowing them the time to give back without causing themselves or their families financial hardship. RETAIL STOREFRONT DONATION DRIVES. Kindred Empowerment will host drives for the collection of in-kind donations in exchange for product discounts at our retail storefront location. Each drive, we will choose a different community organization to benefit. Our Community Relations Manager will spearhead forging partnerships with organizations such as food banks, community health organizations, and local shelters to collect items the selected organization may be in need of. SOCK IT TO THE STREETS, HELP FOR THE HOMELESS. For over 17 years, families of Community Gardens ownership team have come together to create care packages for individuals experiencing homelessness in Oakland; an effort named “Sock it to the Streets.” Several times per year, we come together to create packages of toiletries, clothing items, non-perishable food items, outdoor survival supplies, feminine hygiene products, and pet food and distribute them to our community members in need. Since its inception, Sock it to the Street has provided thousands of individual times and hundreds of care packages to individuals in need of support. Our owners seek to turn this K I N D R E D E P O W E R M E N T F R E S N O R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 7 ] long-standing effort into a non-profit organization so that we can expand our helping efforts. Kindred Empowerment will plan to bring the Sock it to the Streets program to Fresno to better help individuals experiencing hardship survive and get back on their feet. PHILANTHROPIC GIVING. • Kindred Love Fund. The word “Kindred” refers to one’s family and its relations. We chose the name Kindred Empowerment because of our mission to empower not only our own family, but our brothers and sisters who live within our broader community, especially those most disenfranchised by the War on Drugs. The Kindred Love Fund will designate 2% of profits annually to help fund the growth of local Fresno organizations and City of Fresno initiatives. Kindred Empowerment is excited to work hand in hand with other community do-gooders to both share the lessons we have learned over the years and learn from the organizations working hard to better out community. • Substance Abuse Treatment Centers. Substance abuse is a near-epidemic across the United States—in both adults and minors. The prevalence of Opioids and deaths resulting from their illicit use have skyrocketed over the last decade, with the COVID- 19 pandemic of 2020 serving as an amplifier to these already serious problems. As mentioned above, members of our ownership team have fought their own battles with substance abuse in the past. Now, Kindred Empowerment would like to give back to these important services. Upon license award, we will begin forging partnerships with relevant organizations in surrounding communities. Our retail storefront will fund public health awareness and prevention programs offered through these organizations. In our retail storefront, we will share literature, such as brochures, from these organizations for the consideration of struggling patrons. Through our continued support of these programs, we aim to help community members recognize the signs of substance abuse, understand safe and responsible adult cannabis use, and prevent the spread of HIV/AIDS. • Environmental Protection Support. Each year, Kindred Empowerment will donate a minimum of $2,500 to sustainability focused organizations such as those focused on climate change, community clean-up, or access to clean water. Upon license award, Kindred Empowerment will begin reaching out to local organizations such as Tree Fresno – a non-profit aimed providing education and assistance on the planting and preservation of trees in the urban environment and the creating of trails and green belts and San Joaquin Valley Clean Energy Organization – a non-profit that improves the quality of life in the eight county region of the san joaquin by significantly increasing the valley's use and reliance on clean energy. In addition to making financial contributions, we intend to maintain relationships with the organizations we donate to. We will plan to carry education materials from these organizations in our retail storefront and on our website as well as support their initiatives through volunteer time. K I N D R E D E P O W E R M E N T F R E S N O R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 8 ] GREEN HUDDLE. Following award of Community Garden’s distribution license, Raeven Duckett and Melikaya White began hosting Green Huddle events up to 3 times per month. The Green Huddle is a free education event aimed at sharing what they learned during their cannabis licensure process in Oakland to help other minorities enter the industry. Though Raeven and Melikaya were both still learning themselves, they wasted no time passing on what they knew to others in their community. With their leadership, Kindred Empowerment plans to extend the Green Huddle to the Fresno community to further help minorities legally participate in the cannabis industry. FAITH GROUP AND SENIORS OUTREACH. As women of faith, Melikaya and Raeven began cannabis education and outreach workshops at their Catholic church in Oakland where they educated patrons on safe cannabis use and how the plant can be used to facilitate health, wellness, and spirituality. This educational outreach often encompassed senior citizens who can reap the many benefits of cannabis, but are often intimidated by popular cannabis culture or scared from previous generation’s campaigns to demonize cannabis. Melikaya and Raeven create safe, open environments where individuals can learn the basics of safe cannabis use and feel empowered to ask questions and help end stigma regarding cannabis consumption. DONATION BASED COMMUNITY WORKSHOPS AND EVENTS. Melikaya and Raeven will put their event planning skillset to work in Fresno by expanding community workshops and events they have hosted through Community Gardens in Oakland. Events include cannabis yoga, blending cannabis teas, making cannabis bath bombs, and other fun yet educational events for adults. Donations collected during these events with be donated to local organizations to further our community involvement. Participants will not be turned away for lack of funds as Kindred Empowerment believes all adult individuals deserve access to cannabis despite their socioeconomic status. WORKFORCE REENTRY PROGRAMS. Many individuals who have been arrested for cannabis related law infractions have lost jobs, delayed education, and missed out on important family milestones, including members of our ownership team. We plan to support ex-convicts of all backgrounds, especially those arrested for cannabis-related crimes, by offering employment opportunities in our retail storefront and connecting individuals to organizations that can help them succeed in the cannabis industry such as Supernova Women and the Minority Cannabis Business Association. K I N D R E D E P O W E R M E N T F R E S N O R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 9 ] Work within these three tenents include: • POLICY. The most effective method of cannabis industry growth within equality and diversity is through fair policies and regulations. Each state with a legal cannabis industry begins by creating policies and laws that either support equality and diversity or block them. To encourage the former, the MCBA o Works directly with local representatives to support fair implementation and enforcement of sensible cannabis policies; o Provides resources for governments and citizens to design and advocate for better policies; and o Creates model legislation examples for the use of individuals tasked with creating cannabis policy. • EMPOWERMENT. The MCBA provides its members with reliable information to help fuel their success within the cannabis industry in sectors of the industry they may not have skillsets in, including: o Starting and developing a cannabis business; o Providing data, facts, and resource links that provide an assessment of the cannabis landscape in North America as it impacts minorities and women; o Using cannabis to treat and manage illnesses that are more prevalent in people of color; and o Using cannabis within adult-use markets to bolster mental, physical, and social health and wellbeing. • CONNECTION. Members are able to harness the power of the MCBA’s vast network to connect cannabis enthusiasts of color and women to the resources and businesses that can assist them in their endeavors, including: o Connecting members to cannabis enthusiasts and experts through networking events and business spotlights; o Connecting members to financial tools and information to jumpstart and grow their business; K I N D R E D E P O W E R M E N T F R E S N O R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 13 ] o Connecting consumers, patients and cannabis business owners with responsible cannabis businesses of ideal values and practices; and o Connecting organizations searching for cannabis businesses and experts of color for investment opportunities and as employees, speakers and more. Raeven and Brandon are eager to bring Supernova Women’s and the MCBA’s resources to the Fresno community and to implement many of the successful initiatives and programing, further described below. K I N D R E D E P O W E R M E N T F R E S N O R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 14 ] plan to engage our Certified Industrial Hygienist for implementation of additional environmental best practices. As our retail storefront undergoes initial construction, we will strive to minimize any disruption the construction might cause to the environment. We will be mindful of operational details, such as plumbing, kitchen, and toilet features that minimize water usage; energy efficient lighting and appliances; energy efficient HVAC and odor control devices; and use of reclaimed or sustainable building materials for our floors, windows, and any other retail storefront fixtures. Considerate Landscaping. Pending selection of our retail storefront property, we will be considerate of the environment when selecting landscaping. We will select plants and fixtures that are not known to deplete soil resources, overconsume water, or contribute to egregious runoff. Green Roof. Pending selection of our retail storefront property, if able, Kindred Empowerment will pursue a green roof or small rooftop or property garden. We will plan to use compost created from our collection of employee breakroom scraps to grow fresh fruits and vegetables to share with out employees and community neighbors. Composting Cannabis & Food Waste As described in our waste disposal plan, Kindred Empowerment will compliantly dispose of all cannabis waste using an approved hauler from a composting facility. Kindred Empowerment will also have composting receptacles in the employee break room so that employees may compost leftover food from meals and any other compostable supplies used at the retail storefront. Sustainable Cleaning Practices. Kindred Empowerment will use natural and sustainable cleaning supplies whenever possible to avoid washing harsh chemicals down our drains or exposing our employees to unnecessary toxins. Eliminating Single Use Plastics. Kindred Empowerment will choose to use reusable dispensary supplies whenever possible in its operations (considerate of all COVID-19 precautions). Kindred Empowerment will opt for compostable options or options made from renewable materials when stocking the retail storefront. We will also provide each employee with a reusable water bottle. Each single- use plastic water bottle uses over 3-literes of water to make. In the United States alone, it requires over 1.5 million barrels of oil to create the petroleum-based bottles. Because of this, there are an estimated 1,500 plastic water bottles dumped into the ocean and landfills every second of the day. Energy Efficiency. We believe that we have a responsibility as a company to preserve our planet’s finite resources. Whenever possible, we will rely on renewable energy from utilities. We will also use lighting options that are energy efficient. These measures, in tandem with the use of K I N D R E D E P O W E R M E N T F R E S N O R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 17 ] recycled furniture and recycled building materials, will help to reduce the carbon footprint of our dispensary and the overall impact that it has on the environment. Customer Education. As discussed above, Kindred Empowerment will seek to form relationships with local organizations focused on environmental sustainability such as Tree Fresno – a non-profit aimed providing education and assistance on the planting and preservation of trees in the urban environment and the creating of trails and green belts and San Joaquin Valley Clean Energy Organization – a non-profit that improves the quality of life in the eight county region of the san joaquin by significantly increasing the valley's use and reliance on clean energy. We will plan to stock educational materials produced by these organizations and others to help further the mission of our community partners and help spread practices of environmental stewardship. Annual Environmental Audit. By fostering a company culture that emphasizes environmentalism, it’s our intent to promote dedicated ambassadors for the good of this planet. Each year, we will perform an audit of our community outreach and operations—specifically as it pertains to environmentalism and sustainability. Audits will entail, at a minimum, water usage, waste, composting, recycling, energy usage, monetary giving, environmental volunteer hours, and areas of innovation. Here, we will keep track of how employees used their paid time off to volunteer, take stock of our company relationships with environmental groups, reflect on our financial contributions to environmental groups, and brainstorm ways in which we can exceed our contributions and sustainability practices during the ensuing 12-month period. Monetary Investment. As mentioned above, our company plans to invest a minimum of $2,500 annually in sustainability-focused organizations. In addition to making financial contributions, we intend to maintain relationships with these organizations and contribute ongoing support in the form of sponsored volunteer time. The organizations to which we make contributions might include nonprofits focused on educating the public about climate change, local community clean-up organizations, global clean water projects, and similar groups. Green Partnerships. As described in our Business Plan, Kindred Empowerment will use it’s retail storefront purchasing power to support cannabis businesses that operate with sustainability in mind. In all business partnerships, we always consider the following: • Whether cultivators use environment-harming pesticides; • Whether cultivators, manufactures, and distributors are efficient in their use of energy; • Whether cultivators use energy-efficient lighting in their facilities; • Whether cultivators have articulated and actively use a water conservation plan; K I N D R E D E P O W E R M E N T F R E S N O R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 18 ] • Whether distributors attempt to curb their carbon footprint through using vehicles not egregious in their use of fossil fuels; • Whether cultivators, manufacturers, and distributors meet or exceed state sustainability laws and regulations; and • Whether cultivators, manufacturers, and distributors have environmental stewardships plans for the operations of their cannabis businesses. The answers to these questions and more inform our decisions as we consider moving forward with business relationships. Environment Focused Employee Training. All new employees embark on two weeks of onboarding, including a week of structured orientation, followed by a week of review and application. Lessons on how to conduct sustainable business practices and reduce the dispensary’s carbon footprint will be integrated into all training, with an emphasis on practical knowledge and application. We will adopt the following policies: • Employees will use natural and sustainable methods and products for all dispensary cleaning, organizing, and maintenance activities. • Electricity is to be conserved in accordance with hours of operation: o Lights not necessary for security and surveillance purposes will be turned off when the store is closed for the evening and turned on prior to reopening. o Only essential power will be maintained when the store is not operational— for instance, power that maintains temperature control for cannabis products or power that enables the security system. • Sustainable packaging is to be offered to customers and used whenever possible. • Employees will be incentivized to use energy-saving transportation, such as public transportation or personal bikes. K I N D R E D E P O W E R M E N T F R E S N O R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 19 ] Educational information on side effects and potential health risks will include, but is not limited to: • Short- and long-term effects of cannabis on the brain, including altered senses; • Changes in mood, difficulty thinking and problem-solving, impaired memory, and • Impaired learning; • Physical effects of cannabis use, especially smoking-related breathing problems, • Increased risk of heart attack, • Concerns for pregnant and breastfeeding women; • Nausea, and vomiting; • Psycologic effects and risks of cannabis use, such as hallucination or paranoia; and • The possibility of overdose or developing a substance addiction. Adoption of Communities That Care Prevention Strategies. The Communities That Care Prevention Strategy Guide is a compilation of 56 tested, and according to research, effective programs, policies, and practices to help communities meet youth prevention needs. Intersectionality is a topic that Kindred Empowerment understands very well as it relates to cannabis, minority statuses, socioeconomic status, implicit bias, and gender, as they are real life intersections that our ownership team must navigate every single day. It is important to us that we keep intersectionality in mind when we address problematic youth substance use and education. For example, mental health struggles, racism, poverty, and access to health care are all different issues that can affect a young person’s substance use all at the same time, each compounding for that individual in different ways. All of the program’s, polices, and practices found in The Communities That Care Prevention Strategy Guide have been built to address one or more of the following issues detrimental to teens, which often influence one another: • substance abuse, • delinquency, • teen pregnancy, • school drop-out, and • violence. Each of the 56 components includes materials, training or technical support to help facilitate community implementation, or can be implemented without formal support. The guide also recognizes the need for different program materials based on age from birth to 21, and other demographic characteristics such as race or exposures to trauma. K I N D R E D E P O W E R M E N T F R E S N O R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 21 ] Youth Workshops. At least quarterly, Kindred Empowerment will host youth education events off-site that will focus on sharing programming created through the Communities That Care Prevention Strategy Guide. Events will aim to make educating young people and there parents fun. The events will include snacks, activities, and lively discussion to help bolster engagement and participation. October – National Substance Abuse Prevention Month Each year, Kindred Empowerment will donate all proceeds from donation based events to local you substance abuse prevention programs and organizations in honor of October being National Substance Abuse Prevention Month. Partnerships with Youth Treatment Centers. We will seek to form relationships with substance abuse organizations that specialize in working with youth users. We will focus on finding organizations who prioritize transparency, education, and research-backed youth prevention programs. This stands in opposition to drug education programs of the past that primarily focused on fear-based tactics or K I N D R E D E P O W E R M E N T F R E S N O R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 23 ] dramatization, which has been shown to increase substance use among young people. As noted above, funding substance abuse treatment centers is part of our philanthropic giving plan, as it is an issue that has directly impacted our owners. We would like to work with the City of Fresno to identify youth treatment centers most in need of funding to ensure our efforts are inline with local need and community treatment options. Retail Storefront and Website Resources. Kindred empowerment will make available all brochures, literature, studies, and other educational materials produced by our partner treatment centers or produced by our own programming through the Communities That Care Prevention Strategies Guide both in our stores and online so that adults may share this information with the young people in their lives. Our website will also provide links to nationally recognized and local treatment facilities and educational resources, including: • Substance Abuse and Mental Health Services Administration. a free, confidential, 24/7, 365-day-a-year treatment referral and information service (in English and Spanish) for individuals and families facing mental and/or substance use disorders. • National Institute on Drug Abuse. NIDA is the lead federal agency supporting scientific research on drug use and its consequences. • American Society of Addiction Medicine. A leading organization for addiction related advocacy, education, science, and research. • National Child Traumatic Stress Network. An organization aimed at improving access to services for traumatized children, their families, and communities throughout the United States, including substance abuse. • Newport Academy. Newport Academy is a series of evidence-based healing centers for adolescents and families struggling with mental health issues, eating disorders, and substance abuse with locations in California. Newport Academy takes a holistic approach to wellness by providing the safety, support, and unconditional love that young people and their families need to heal. K I N D R E D E P O W E R M E N T F R E S N O R E T A I L S T O R E F R O N T A P P L I C A T I O N [ 24 ] OWNERSHIP ACKNOWLEDGEMENT FORM FOR COMMERCIAL CANNABIS BUSINESS PERMIT APPLICATION It is the intent of the City of Fresno to promote equitable ownership and employment opportunities in the cannabis industry to decrease the disparities in life outcomes for marginalized communities and to provide opportunities for local residents to compete for cannabis business permits. Therefore, this notice is to clarify the eligibility requirements in order to receive qualification as a Social Equity Applicant or points for Local Preference by establishing this acknowledgement to provide additional protections to mitigate against potential predatory practices. In order to qualify as a social equity applicant, or for the full points relating to the local preference criteria, the business entity must have ownership that meets the respective eligibility factors and hold at least 51% ownership interest. The social equity eligibility requirements are identified in FMC section 9-3316(b)(6), while the local preference criteria is identified in FMC 9- 3317(a) and the application evaluation criteria 2.5 (Appendix A). This majority interest can be made up of a single individual that meets this criteria, or any combination of individuals that hold at least 20% interest individually and meet the definition of an owner in FMC 9-3304(j). The cannabis social equity permits, and the local preference criteria are intended for the benefit of the Social Equity or Local Preference Individual Applicants related to business profits, proceeds of the sale of business assets, voting rights and additional protections. This also requires the Social Equity or Local Preference Owner to receive the Equity Share percent of the retained earnings and 100 percent of the unencumbered value of each share of stock, member interest or partnership interest owned in the event of the dissolution of the entity to their equity share, or 100 percent of the value of each of stock, member interest or partnership interest in the event that the stock, member interest or partnership interest is sold. Chief among the concepts of equity share, is unconditional ownership which means such individual(s) will receive equal profits, and distributions or other payments proportionate to their ownership interests. This is intended to ensure true ownership by the Social Equity or Local Preference Individual Applicant and as such, prohibits the divestment or relinquishment of any part of their ownership under any circumstance. In addition, the Equity Share is also expanded to address voting rights on fundamental decisions relating to the business and control of at least the equity share percent of the voting rights on all decisions involving the operation of the business. Furthermore, it requires the Social Equity or Local Preference Individual owner be the highest officer position of the business or that another individual is appointed to that position by mutual agreement of the parties. This requirement is also subject to being audited to assess compliance and the Social Equity or Local Preference Owner can initiate legal action due to a breach of contract agreement, and the City may suspend and/or revoke a license if any provision in an operating agreement violates any of the Equity Share or Local Preference requirements. Lastly, all applicants will be required to incorporate an addendum into their operating agreements that makes any provision ineffective, unenforceable, null and void, if it is inconsistent with, or in violation of, the Equity Share requirements. As proposed, Social Equity Applicants or Local Preference Applicants will be required to verify under Section 9-3316(b)(6), 9-3317(a), and Criteria 2.5 of appendix A that they meet the definition of a Social Equity or Local Preference Owner at the time of applying for a permit or permit renewal. The City shall have the sole and absolute discretion to determine whether the Applicant qualifies as a Social Equity Applicant and the number of points for Local Preference. The undersigned acknowledges that he/she has read and fully understands the content of this Agreement and is the Applicant or his/her/its authorized signatory. __________________________________________________ __________________________________________________ Applicant Signature Date Signed __________________________________________________ __________________________________________________ Print Name Title __________________________________________________ _______ Company Name Address/Telephone 11/13/2020 OwnerBrandon Banks Kindred Empowerment Fresno 718 South Hill Street, 6th Floor Los Angeles, CA 90014 Tel: 310-684-2016 Boston | Denver | Jacksonville | Los Angeles | New York January 29, 2021 To Whom It May Concern, Alton White is a majority owner and member of Kindred Empowerment Fresno LLC. We have engaged in good faith efforts to obtain Mr. White’s record. While awaiting Mr. White’s Livescan, we engaged an investigator to search databases and review online records to provide as much information as possible. On November 13, 2020, we submitted the information that we were able to obtain to your office regarding Mr. White’s record as well as his background, history and rehabilitation efforts. Since then, we have received a copy of Mr. White’s Livescan. Alton White is exactly the kind of person who is meant to benefit from the City’s social equity program. He is an African American man raised by a single mother in a family of eight in Oakland. He is passionate about the legalization of cannabis having grown up in the Bay Area in the 60’s and he appreciates its medicinal value having suffered from prostate cancer. He is a hard worker who worked in Labor periodically for over thirty years, He is committed to leading a productive life and sharing the remainder of it with his five children, six grandchildren, two great grandchildren and his community. He is incredibly grateful to have this opportunity to work in the legal cannabis industry in Fresno, a city he loves, where he can contribute to and enhance his local community through his work. It would violate the spirit of the Fresno cannabis ordinance to exclude a social equity applicant from licensure bas ed on a simple offense that occurred almost 45 years ago. In California, as in the rest of the country, it has long been held that “literal construction of a statute should not prevail if it is contrary to the legislative intent apparent in the statute; the intent prevails over the letter, and the letter will, if possible, be so read as to conform to the spirit of the act.”1 In this case, the spirit and intent of the inclusion of a social equity component to the cannabis ordinance was to prioritize social equity businesses for licensure to level the playing field of the cannabis industry and rectify the wrongs of the War on Drugs. It is our belief that the City of Fresno will adhere to this intent in its interpretation and truly implement an equitable licensing 1 58 Cal. Jur. 3d Statutes § 87. program that targets, celebrates, assists, and licenses those who were most harmed by the failed War on Drugs. Furthermore, Fresno Municipal Code Sections 9-3318(a)(5) and 9-3318(a)(6) which both purport to describe potentially disqualifying convictions appear to be in conflict. Fresno Municipal Code Section 9- 3318(a)(5) references a “crime involving…theft” and a “crime involving moral turpitude”.2 However, Section 9-3318(a)(6) describes crimes “involving dishonesty, fraud3, or deceit with the intent to substantially benefit the applicant or benefit another, or substantially injure another.”4. It should also be noted that although Fresno Municipal Ordinance Code Section 9-3301 states that the purpose and intent of the Article is to “implement the provisions of the Medicinal and Adult Use Cannabis Regulation and Safety Act ("MAUCRSA")…”5, Fresno Municipal Code Section 3-9918 is ext remely broad and appears to include many convictions that would likely not be considered “substantially related to the qualifications, functions or duties of the business for which the application is made..” under the Medicinal and Adult Use Cannabis Regulation and Safety Act (“MAUCRSA”) and the BCC regulation.6 2 Fresno Municipal Code 9-3318(a)(5). 3Fresno Municipal Code Section 9-3318(a)(5) also references a “crime involving…fraud..” 4 Fresno Municipal Code 9-3318(a)(6). 5 Fresno Municipal Code 9-3301. 6 See BCC Regulation Section 5017(a); Business & Professions Code Section 26057(b)(4)(A) – (E). 7 Id. It also appears that the Health & Safety Code Section 11370.1 offense and several other minor misdemeanors previously disclosed are not grounds for denial pursuant to Fresno Municipal Code Section 9-3318. 8 BCC Section 5017(c)(5). 9 BCC Section 5017(c)(1). 10 BCC Section 5017(c)(9). Please consider Mr. White’s own statement, the letter of reference on his behalf as well as our initial email dated November 13, 2020. 11 See eg. B&P Code section 26057(b)(4). Sincerely, Michelle M. Dylan, Esq. Kindred Empowerment Fresno LLC 2375 Church Street Oakland, CA 94605 January 29, 2021 City of Fresno Office of the City Manager 2600 Fresno Street Fresno, CA 93721 RE: Verification of Ownership to Support CCB Permit Application To Whom It May Concern: Please see attached the requisite verification of ownership in the form of an Option to Purchase (the “Agreement”) certain real property in the City of Fresno. The agreement is between Kindred Empowerment Fresno LLC (“Kindred Empowerment”) and McKoane Leasing, LLC, a California limited liability company, and grants Kindred Empowerment the option to purchase 6620 N Blackstone Ave, Fresno, CA 93710, APN #408-031-02 (the “Property”). The Property complies with all applicable zoning and sensitive use buffers as detailed in Section 9-3307 of the Fresno Municipal Code. In addition to the Agreement, Kindred Empowerment has submitted to the City of Fresno Office of Cannabis a Zoning Inquiry Letter (“ZIL”) from the City of Fresno Planning Department further affirming compliance, and a Location Plan which thoroughly describes the proposed location and Property, including thorough descriptions of the proposed location and site diagrams. Upon receiving the requisite permits and approvals from the City of Fresno, Kindred Empowerment will assume control of the Property and commence storefront retail operations once authorized by the City. OPTION TO PURCHASE AGREEMENT THIS OPTION TO PURCHASE AGREEMENT (this “Agreement”) is made and effective as of January______, 2021 (the “Effective Date”), by and between the McKoane Leasing, LLC, a California limited liability company hereinafter collectively referred to as “Seller” and Kindred Empowerment Fresno LLC, a California Limited Liability Company, or its successors and assigns, hereinafter referred to as “Buyer.” WHEREAS, Seller is the owner of certain land and certain structures and improvements thereon, commonly known and addressed as 6620 N Blackstone Ave, Fresno, CA 93710, and described on the county assessor’s parcel map as APN# 408-031-02 (the “Property”); WHEREAS, Buyer desires to acquire an option to purchase from Seller, and Seller has agreed to grant such option to purchase to Buyer, the Property and the entire parcel located at the Property, (the “Option Premises”), for the Option Period (as defined in Section 1 below), pursuant to the terms, covenants, conditions and provisions set forth in this Agreement (the “Option”) WHEREAS, Buyer intends to make application to obtain the requisite Permits and Approvals (as defined in Section 1 below) to allow for the Anticipated Use (as defined in Section 4 below) at the Option Premises, and Seller intends to cooperate in the application process. NOW, THEREFORE, in consideration of the mutual promises herein, contained and other good and valuable consideration, it is agreed: 1. Option Period; Termination. a. The initial term of this Agreement shall run from mutual execution of this LOI for a period of forty-five (45) days following Effective Date (collectively with the Initial Term, this period shall be referred to as the “Option Period”). b. During the Option Period, Buyer intends to seek any and all governmental approvals as may be required for the Anticipated Use at the Property, including but not limited to (a) a state cannabis license from the State of California, and (b) any zoning relief or other municipal permits, at the Option Premises. (collectively the “Permits and Approvals”). The acceptability of the Permits and Approvals shall be determined by Buyer in Buyer’s sole discretion. Buyer shall use good faith efforts to obtain the Permits and Approvals. Without any additional expense or travel to Seller, Seller agrees to reasonably cooperate in Buyer’s efforts to obtain the Permits and Approvals, which shall be limited to reviewing and signing forms at the reasonable discretion of Seller. Buyer will not assume control of the Option Premises during the Option Period. 18 2. Option Fee and Extensions. a. Within three (3) business days of execution of this document, Buyer shall pay to Seller a fee in the amount of (the “Option Fee”). b. Buyer shall have the right to two (2) extensions of sixty (60) days each (the “Option Period Extension”), in exchange for non-refundable payments of per extension (the “Additional Option Fee”). If Buyer elects to exercise an Option Fee Period Extension, they shall do so by written notice along with payment of the Additional Option Fee to Seller no less than on or before the last day of the Option Period or if applicable on or before the last day of the then Option Fee Period Extension. If Buyer fails to pay to Seller the Option Fee or the then applicable Additional Option Fee when due, Seller shall have the right, but not obligation, to terminate this Agreement by providing written notice to Buyer. Upon said termination neither party shall have any further obligation to the other. 3. Exclusivity of Option. This Option is exclusive and non-assignable and exists solely for the benefit of the Buyer. This Option Addendum and the Option shall be binding on, and shall inure to the benefit of, each parties’ respective heirs, successors or assigns. 4. Anticipated Use. Buyer intends to use the Option Premises for the retail dispensing of cannabis, provided this use conforms to applicable zoning regulations (the “Anticipated Use”). Seller does not warrant that the Option Premises is suitable for the Anticipated Use. Buyer shall conduct their own due diligence and investigations as to the Option Premises’ suitability for the Anticipated Use. 5. Exercise of Option. a. Notice; Purchase Agreement. To validly exercise the Option, Buyer shall deliver to Seller written notice during the Option Period or the then applicable Option Period Extension. Within ten (10) days of exercising the Option, Seller shall submit to Buyer an agreement for purchase of the Option Premises (“Purchase Agreement”). The Purchase Agreement shall set forth a proposed closing date for conveyance by grant deed, which shall be no later than ten (10) days after the date of the Purchase Agreement, and shall set forth the terms and conditions of closing and shall otherwise govern the purchase and sale of the real property. b. Purchase Price. If Buyer desires to exercise the Option during the Option Period or the then applicable Option Period Extension, the purchase price shall be (the “Purchase Price”). c. Financing Availability. SELLER MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE AVAILABILITY OF FINANCING REGARDING THE OPTION. BUYER IS SOLELY RESPONSIBLE FOR OBTAINING PROPER FINANCING, IF ANY, IN ORDER TO EXERCISE THE OPTION. 6. Failure to Exercise. In the event the Buyer fails to exercise the Option during the Option Period, Buyer shall not have any claim to all or any portion of the Option Fee or Option Fee Period Extension set forth above unless Seller breaches this Agreement. 7. Notices. Any notice required or permitted under this Agreement shall be deemed sufficiently given or served if provided in writing and sent by United States certified mail, return receipt requested, or emailed to the following: Seller: McKoane Leasing, LLC Attn: Caroline McKoane 6338 N. Blackstone Avenue Fresno California, 93710 carolinemckoane@sbcglobal.net Buyer: Kindred Empowerment Fresno LLC, a California Limited Liability Company Attn: Brandon Banks Mailing Address: _________________ E-mail: ____________________________________________________ Seller and Buyer shall each have the right from time to time to change the place notice is to be given under this paragraph by written notice thereof to the other party. 8. Brokers. Seller and Buyer warrant and represent that they have not dealt with any brokers in connection with the Property, other than Commercial Retail Associates (Bryan Cifranic and Doug Cords) who represent the Seller. The Buyer is self-represented. If a sale is to consummate, Seller shall pay to Commercial Retail Associates Inc., a commission in accordance with their existing listing agreement. 9. Waiver. No waiver of any default of Seller or Buyer hereunder shall be implied from any omission to take any action on account of such default if such default persists or is repeated, and no express waiver shall affect any default other than the default specified in the express waiver and that only for the time and to the extent therein stated. One or more waivers by Seller or Buyer shall not be construed as a waiver of a subsequent breach of the same covenant, term or condition. Brandon@Nebrinaholdings.com 10. Headings. The headings used in this Contract are for convenience of the parties only and shall not be considered in interpreting the meaning of any provision of this Agreement. 11. Successors. The provisions of this Agreement shall extend to and be binding upon Seller and Buyer and their respective legal representatives, successors and assigns. 12. Consent. Except as otherwise set forth herein, Seller shall not unreasonably withhold or delay its consent with respect to any matter for which Seller’s consent is required or desirable under this Agreement. 13. Confidentiality. Buyer agrees not to contact or communicate with the existing occupants, tenants, or customers of the Property or advertise or disclose the Buyer’s Anticipated Use of the Property to said occupants, tenants, or customers of the Property. 14. Management of the Property. Seller shall have all rights, without the requirement of Buyer’s consent to continue to oversee the operations and management of the Property, including but not limited to maintaining and repairing the Property; creating new leases or amending or assigning existing leases of the Property; and managing all other normal operations of the Property. 15. Exclusion. During the term of this Agreement or the Purchase Agreement Seller agrees that without the advanced express written consent of the Buyer, Seller will not enter into any new lease agreements or renew, extend, or modify and existing lease agreement which is applicable to the following address 6620 N. Blackstone Avenue, Suite A, Fresno, California 93710. 16. Final Agreement. This Agreement terminates and supersedes all prior understandings or agreements on the subject matter hereof. This Agreement may be modified only by a further writing that is duly executed by both parties. 17. Entire Agreement; Modification. This Agreement sets forth the entire agreement and understanding between the parties relating to Buyer’s Option. No modification of or amendment to this Agreement, nor any waiver of any rights under this Agreement, will be effective unless in writing, signed by both parties hereto. [Remainder of page blank. Signatures follow.] IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written. SELLER: McKoane Leasing, LLC, a California limited liability company Caroline McKoane, manager BUYER: Kindred Empowerment Fresno LLC, a California Limited Liability Company Brandon Banks Kindred Empowerment Fresno LLC Zoning Inquiry P21-00214 6620 North Blackstone Avenue Page 2 January 21, 2021 (4) A youth center that is in existence at the time a complete commercial cannabis business permit is submitted. The subject property is not located within 800 feet of the property boundary of any of the above-mentioned uses. The subject building meets the separation requirements, per Section 15-2739.B.1.b of the FMC, for a cannabis retail business. 3. Prior to commencing operations, a cannabis retail business must obtain a Cannabis Conditional Use Permit from the Planning and Development Department per Section 15- 2739.N of the FMC. 4. No more than 2 cannabis retail businesses may be located in any one Council District. If more than 14 are ever authorized by Council (more than 2 per Council District), they shall be dispersed evenly by Council District. The subject property is in Council District 6. There are currently no cannabis retail businesses located in Council District 6. This location requirement is satisfied for a cannabis retail business. Please review the entirety of Article 33, Chapter 9 (Cannabis Retail Business and Commercial Cannabis), and Section 15-2739 (Adult Use and Medicinal Cannabis Retail Business and Commercial Cannabis Business) of the FMC to understand other requirements of cannabis retail businesses, including but not limited to, application requirements, signage, etc. This information was researched by the undersigned per the zoning request. The undersigned certifies that the above information contained herein is believed to be accurate and is based upon, or relates to, the information supplied by the requestor. The City of Fresno assumes no liability for errors and omissions. All information was obtained from public records held by the Planning and Development Department. A copy of the Fresno Municipal Code may be obtained by contacting the City Clerk’s office at 559-621-7650. The Fresno Municipal Code may also be searched on the Internet, free of charge, by going to www.fresno.gov. If you have questions regarding this matter, please contact me by telephone at 559-621-8056 or at Robert.Holt@fresno.gov. Cordially, Rob Holt, Planner III Development Services Division Planning and Development Department