HomeMy WebLinkAboutCB LABS, SANTA ANA, LLC
PBA5/8/2025
Contract NumberNameDESCRIPTIONExpiration DateOK to terminate? Y/NIf Y, please sign
A-2017-369-49360 PACIFIC, LLC DBA BNB DISTRO OPERATING AGREEMENT FOR NON-RETAIL COMMERCIAL CANNABIS BUSINESSES12/21/2022YAP
A-2017-369-4355 OC COLLECTIVE INC DBA JUNGLE BOYSOPERATING AGREEMENT FOR NON-RETAIL COMMERICIAL CANNABIS BUSINESSES12/31/2022YAP
A-2017-369-01-0155 OC COLLECTIVE, DBA BLUM, A CORPORATIONEXTENSION OF OPERATING AGREEMENT FOR ADULT USE (NON-MEDICAL) CANNABIS 12/31/2022YAP
A-2017-369-5955 OC COLLECTIVE, DBA BLUM, A CORPORATIONCOMMERCIAL CANNABIS BUSINESS12/31/2022YAP
A-2017-369-32AAA HEALTH CENTER OPERTATING AGREEMENT FOR NON-RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP
A-2017-378ADAMS ST. ENTERPRISES, LLC, DBA: TOUCHSTONE AND DBA TOUCHSTONE SNANON-MEDICINAL COMMERCIAL CANNABIS BUSINESS OPERTATING AGREEMENT 12/31/2020YAP
A-2014-243AECOM TECHNICAL SERVICES ENVIRONMENTAL CONSULTANT/ENVIRONMENTAL SERVICES/TECHINCAL STUDIES 10/21/2017YFV
A-2018-141-01AECOM TECHNICAL SERVICES INC.PLANNING SERVICES ON AN AS-NEEDED BASIS 6/30/2021YFV
A-2015-105ALA CONSTRUCTION BOARD-UP SERVICES TO SECURE PROPERTY/BUILDING IN HAZARDOUSD CONDITIONS5/4/2018YFV
A-2017-369-38ALTO BRANDSOPERATING AGREEMENT FOR NON-RETAIL COMMERICIAL CANNABIS BUSINESSES12/31/2022YAP
A-2017-171AMERICAN ENGINEERING LABORATORIES INCEXPECTED INSPECTION SERVICES 7/5/2020YFV
A-2017-265-03ARHITECTURAL RESOURCES GROUP, INCQUALIFIED CONSULTANT SERVICES/ENVIRONMENTAL SERVICES10/2/2020YFV
A-2017-265-04ARHITECTURAL RESOURCES GROUP, INCEXTENSION (1) QUALIFIED CONSULTANTS TO PROVIDE ENVIRONMENTAL SERVICES10/2/2021YFV
A-2020-241-01ARHITECTURAL RESOURCES GROUP, INCON-CALL ENVIRONMENTAL AND PLANNING SERVICES AND SUPPLEMENTAL STAFF11/30/2023YFV
A-2020-241-02AASCENT ENVIRONMENTALSIDE LETTER11/30/2024YFV
A-2002-222-1ATKINSON, SUSAN2ND AMEND TERM EXTENSION ARBITRATION/MEDIATION SVCS NTE $10,0006/30/2004YFV
A-2020-261AVOLVE SOFTWAREAMENDMENT FOR ELECTRONIC PLAN SUBMITTAL?N
A-2017-369-77BROADWAY HEALTH CENTER, DBA OC KUSH OPERTATING AGREEMENT FOR NON-RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP
A-2017-168BUREAU VERITAS NORTH AMERICA INC.EXPEDITED INSPECTION SERVICES7/5/2020YFV
A-2017-369-60CALIFORNIA ORGANICS LLCOPERATING AGREEMENT FOR NON- RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP
A-2017-369-55CANNAVISION, LLCOPERATING AGREEMENT FOR NON- RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP
A-2017-369-42CARDEN LABS, INC.OPERATING AGREEMENT FOR NON- RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP
A-2017-369-33CB LABS SANTA ANACOMMERCIAL CANNABIS BUSINESSES12/31/2022YAP
A-2018-308CB LABS, SANTA ANA, LLCCANNABIS TESTING FACILITY/LABORATORY12/31/2020YAP
A-2017-369-10CBD INC., DBA FROM THE EARTH, A MUTUAL BENEFIT CORPORATIONCANNABIS RETAIL BUSINESS - PURSUANT TO CHAPTER 4012/31/2020YAP
A-2017-397CDXX VIRTUOSI GROUP LLC, dba KAYA FARMSOPERATING AGREEMENT FOR NON-MEDICINAL COMMERCIAL CANNABIS BUSINESSES12/31/2020YAP
A-2017-397-01CDXX VIRTUOSI GROUP LLC, dba KAYA FARMSNON-MEDICINAL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP
A-2017-384-01CEA SERVICES LLC; DBA: CURAT4ED CANNABISEXTENSION OF NON-MEDICINAL COMMERCIAL CANNABIS BUSINESS 12/31/2022YAP
A-2015-106CEDELCO CONSTRUCTIONBOARD-UP SERVICES TO SECURE PROPERTY/BUILDING IN HAZARDOUS CONDITIONS 5/4/2018YFV
A-2016-317CENTURY STRUCTURAL ENGINEERING CO., INCPLAN CHECK SERVICES11/15/2019YFV
A-2015-220CENTURY STRUCTURAL ENGINEERING CO., INC.PLAN CHECK SVCS $125,00O PER CONSULTANT, NTE $500,000 FOR A 3-YR TERM10/16/2018YFV
A-2017-265-06-01CIRCLEPOINTFIRST EXTENSION -QUALIFIED CONSULTANTS TO PROVIDE ENVIRONMENTAL SERVICES 10/2/2021YFV
A-2017-265-06-01CIRCLEPOINTFIRST EXTENSION -QUALIFIED CONSULTANTS TO PROVIDE ENVIRONMENTAL SERVICES10/2/2021YFV
A-2020-241-06CIRCLEPOINTON-CALL ENVIRONMENTAL AND PLANNING SERVICES11/23/2023YFV
A-2017-369-29CLS HOLDINGS LLC, CANNABIS LOGISTICAL SOLUTIONOPERATING AGREEMENT FOR NON-RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP
A-2017-369-63CLS HOLDINGS, LLCOPERATING AGREEMENT FOR NON-RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP
A-2015-219CSG CONSULTANTS, INC.PLAN CHECK SVCS $125,00O PER CONSULTANT, NTE $500,000 FOR A 3-YR TERM10/16/2018YFV
A-2015-219CSG CONSULTANTS, INC.PLAN CHECK SVCS $125,00O PER CONSULTANT, NTE $500,000 FOR A 3-YR TERM10/16/2018YFV
A-2016-316CSG CONSULTANTS, INC.PLAN CHECK SERVICES11/15/2019YFV
A-2016-316CSG CONSULTANTS, INC.PLAN CHECK SERVICES11/15/2019YFV
A-2017-369-23-01DBO INVESTMENTS SA, LLC, dba FROM THE EARTHCANNABIS RETAIL BUSINESS12/31/2022YAP
A-2013-172DE LA BARCA, EDDIE-UTILITY CABINET PILOT ART PROGRAM-VARIOUS ARTISTS -- CORE NO.UTILITY CABINET PILOT ART PROGRAM3/10/2014YFV
A-2013-172ADE LEON, ALICIA-UTILITY CABINET PILOT ART PROGRAM-VARIOUS ARTISTSUTILITY CABINET PILOT ART PROGRAM3/10/2014YFV
A-2020-241-10-01DE NOVO PLANNING GROUPFIRST EXTENSION- EXTEND TERMS FOR AN ADDITIONAL YEAR11/30/2024YFV
A-2017-265-12-01ENVIRONMENT PLANNING DEVELOPMENT SOLUTIONS, INC. (EPD SOLUTIONS, INC.)FIRST EXTENSION FOR QUALIFIED CONSULTANTS TO PROVIDE ENVIRONMENTAL SERVICES10/2/2021YFV
A-2017-390-01AEXCELBIS LABS, LLCNON-MEDICINAL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP
A-2017-265-14FCS INTERNATIONAL, INC. (FIRST CARBON SOLUTIONS)ENVIRONMENTAL/TECHNICAL STUDIES10/2/2020YFV
A-2020-241-19FEHR & PEERSON-CALL ENVIRONMENTAL/PLANNING SERVICES11/30/2023YFV
A-2017-369-02FOUR TWENTY GREEN STREET, INC.COMMERCIAL CANNABIS BUSINESS12/31/2020YAP
A-2017-393FOUR TWENTY GREEN STREET, INC. DBA THE SPOTCOMMERCIAL CANNABIS BUSINESS12/31/2020YAP
A-2018-308
INSURANCE NOT REQUIRED
WORK MAY PROCEED
CLERK OF COUNCIL OPERATING AGREEMENT FOR
JAN 2 2 2015 CANNABIS TESTING FACILITY/LABORATORY
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This Operating Agreement ("AGREEMENT") is dated December 12, 2018 between the City of
Santa Ana, a charter city and municipal corporation ("CITY") and CB Labs, Santa Ana, LLC, a
Limited Liability Company ("OPERATOR"), collectively referred to as "the Parties". This
AGREEMENT shall become effective on the date that OPERATOR is issued a Regulatory
Safety Permit by CITY for the operation of a cannabis testing facility/laboratory business
conducting cannabis testing and/or laboratory services in whole or in part of its operations
transacted and carried -on by OPERATOR at the following subject property location, 1910 E.
Warner Ave, #A, Santa Ana, California 92705.
1. Public Benefit.
A. Intent. The purpose of this Operating AGREEMENT is to collect fees for the
operation of a cannabis testing facility/laboratory and to provide fees for mitigation options to
be used by CITY to compensate for impacts to CITY services, residents, and/or businesses
as set forth in Santa Ana Municipal Code Chapter 40. The Parties agree that this
AGREEMENT confers substantial private benefits on OPERATOR which should be
balanced by commensurate public benefits. As part of the cannabis Regulatory Safety
Permit process, OPERATOR agrees to enter into this AGREEMENT. OPERATOR
acknowledges that CITY and OPERATOR have had extensive negotiations and
proceedings prior to entering into this AGREEMENT. OPERATOR has elected to execute
this AGREEMENT as it provides OPERATOR with important economic benefits.
Accordingly, the Parties intend to provide consideration to the public to balance the private
benefits conferred on OPERATOR by providing mitigation measures to the public and to pay
for CITY services as a result of the operating agreement fees collected.
B. Local Hiring and Sourcing. OPERATOR agrees to use its reasonable efforts to
hire qualified City of Santa Ana residents living in Santa Ana to work at its cannabis testing
facilityllaboratory business. OPERATOR shall also use reasonable efforts to retain the
services of qualified contractors and suppliers who are located in the City of Santa Ana or
who employ a significant number of City of Santa Ana residents. OPERATOR shall make a
good faith effort to advertise on various social media sites, at local job fairs, and through
public agencies and organizations.
C. Community Benefit and Sustainable Business Practices Plan. OPERATOR
agrees to submit a Community Benefit and Sustainable Business Practices Plan ("Plan") to
CITY that is hereby attached and incorporated into this AGREEMENT as ("EXHIBIT A").
Said Plan shall detail OPERATOR's experience working with community-based groups
such as school districts, college districts, city or county agencies, non-profit organizations,
artist or downtown groups. The Pian shall also include a description of OPERATOR's
efforts for recruiting and hiring local persons and businesses. Said Plan must also outline
commitments by OPERATOR to engage its staff in community service events or programs
in the City of Santa Ana. Plan must also outline and address sustainable business
practices. OPERATOR shall adequately document that it has met the Plan's obligations
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and commitments as a condition of renewal/extension of this AGREEMENT upon expiration
of the initial term and any extensions.
2. Operating Fee Rates for Cannabis Testing Facilities/Laboratories: Payment.
For each month OPERATOR of the permitted cannabis "testing facility/laboratory
business" (as said term is defined in Chapter 40 of the Santa Ana Municipal Code) transacts
and carries on cannabis testing facility/laboratory business operations at the above-
described property location permitted by CITY, OPERATOR shall pay an operating
agreement fee monthly to CITY. The term "month" or "monthly" as used in this
AGREEMENT shall refer to a calendar month and shall include any fraction of a calendar
month as a whole month. Terms of payment of the operating agreement fee are as follows:
A. OPERATOR's operating agreement fee shall begin to accrue on the date that CITY first
issues OPERATOR a Regulatory Safety Permit and shall be paid to CITY by the last day
of the month following the month for which it is due.
B. OPERATOR shall pay CITY a monthly operating agreement fee which is the higher of
the following two calculations:
L calculated at a rate of Five Percent (5%) of the gross receipts generated or
otherwise received; or,
ii. calculated at an annual rate of One Dollar and Fifty Cents ($1.50) per square
foot based on the gross square footage of OPERATOR's permitted property
location (as confirmed by the corresponding "Approved Building Set" or the
approved Certificate of Occupancy on file with City of Santa Ana Planning and
Building Agency) whichever is the greater of any square footages indicated,
prorated monthly to one -twelfth (1/12th) of the annual rate amount.
C. OPERATOR shall calculate and report its monthly operating agreement fee based on
both of the above calculations each month; remitting the higher amount to CITY.
D. OPERATOR shall report its operating agreement fee calculations to CITY using the
"Monthly Operating Agreement Reporting Form" set out in "Exhibit B" of this
AGREEMENT which is hereby incorporated into this AGREEMENT by reference.
2.1 NULLIFICATION OF MONTHLY OPERATING FEE REQUIREMENT
In the event the commercial cannabis testing facility/laboratory business authorized
under this Agreement is commenced at the hereinabove described location subsequent to
December 20, 2018, then the provisions of this Agreement [Sections 2, 3, 4, 6] relating to
the requirement to report and remit monthly Operating Agreement fees for said location are
moot and shall be of no effect.
3. Operating Fees Not a Pass -Through Fee; Gross Receipts Defined.
A. OPERATOR, as a cannabis testing facility/laboratory business, shall not pass the
operating agreement fees or any portion thereof through to the cannabis
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testing/laboratory business' customer in any fashion except as part of the basic product
sales and/or service price.
B. For the purposes of this AGREEMENT, "gross receipts" shall mean any and all of the
following:
• Transfer of title or possession, exchange or barter, conditional or otherwise, in any
manner or by any means whatsoever, of tangible and/or intangible personal property
for consideration, including any monetary consideration for cannabis
testing/laboratory services and/or related goods or services;
• Anything else of value obtained by a cannabis testing/laboratory business;
• The total amount of the sale price of all sales and services;
• The total amount charged or received for the performance of any act, service or
employment of whatever nature it may be, whether or not such service, act or
employment is done as a part of or in connection with the sale of goods, wares,
merchandise, for which a charge is made or credit allowed, including all refunds,
cash credits and properties of any amount or nature;
• Any amount for which credit is allowed by the seller to the purchaser without any
deduction therefrom, on account of the cost of the property sold, the cost of materials
used, the labor or service cost, interest paid or payable, losses, or any other expense
whatsoever; provided that cash discounts allowed or payment on sales shall not be
included;
C. "Gross receipts" shall not include the following:
• The amount of federal transaction taxes (sales, use, excise, value added) imposed
on or with respect to sales made or services provided whether or not the amount of
such taxes is stated as a separate charge; The amount of any California state excise
tax or state cultivation tax regardless of whether or not the amount of such excise tax
or cultivation tax is stated to customers as a separate charge, or any California state,
city or city and county sales or use tax (including any city or city and county
transaction and use tax) required by law to be included in or added to the purchase
price and collected from the consumer or purchaser, or such part of the sales price of
any property previously sold and returned by the purchaser to the seller which is
refunded by the seller by way of cash or credit allowances given or taken as part
payment on any property so accepted for resale; or
D. "Gross receipts" shall be calculated without any deduction on account of any of the
following:
• The cost of tangible or intangible property sold or bartered;
• The cost of materials or products used, labor or service cost, interest paid, losses, or
other expense;
• The cost of transportation of cannabis, or other property or product;
• The amount of any federal or state income taxes or franchise taxes; and
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Any other business costs or expenses, unless otherwise specifically exempted
pursuant to Section 3C of this Agreement.
4. Remittance and Reporting.
Beginning as set forth above and monthly thereafter, OPERATOR shall report and remit
payment to CITY of the applicable operating agreement fee set forth in Section 2 of this
AGREEMENT. OPERATOR shall report to CITY any gross receipts received during the
preceding monthly reporting period and shall remit to CITY on or before the last day of the
month following the operating agreement fee due and owing during said period as
applicable in accordance with Section 2 of this AGREEMENT. When the last day of the
month falls on a City Holiday or City Hall Closure Day then the reporting/remittance date
shall fall on the next City business day following. The operating agreement fee shall be
acknowledged and agreed by CITY to be paid timely if paid on said date. When
reporting/remitting is made by mail, the postmark date shall serve as proof of timely
reporting/remittance.
5. Records Inspection. Examination and Audit.
OPERATOR acknowledges and agrees that CITY is empowered under this Agreement
to inspect, examine and audit OPERATOR's books and records (including tax filings and
returns), to ascertain the amount of operating fees due and owing. CITY or its authorized
agents shall have the power and authority to conduct a full inspection, examination and
audit of such books and records (including tax filings and returns) at any reasonable time,
including but not limited to, during normal business hours. In the event any such books,
records, tax filings and returns cannot be made fully available within the City of Santa Ana,
OPERATOR acknowledges and agrees that it shall reimburse CITY for the cost of all
transportation, lodging, meals, portal-to-portal travel time, and other incidental costs
reasonably incurred by CITY or its authorized agents in obtaining said full inspection,
examination and audit. In the event that said records inspection, examination and audit
determines that a net operating agreement fee payment deficiency of greater than Five
Percent (5%) exists; OPERATOR acknowledges and agrees that it shall reimburse CITY for
the full cost of said records inspection, examination and audit reasonably incurred by CITY
or its authorized agents.
6. Past due date — Past due penalty; Late interest.
A. Any OPERATOR entity or individual who fails to pay the operating agreement fees
required by this AGREEMENT when due shall be subject to past due penalties and
interest as set forth herein.
i. OPERATOR shall be considered past due if the required monthly operating
agreement fee is not paid by the last day of the month following the month for which it
is due.
ii. For failure to fully pay any monthly fee when due, the following past due penalty and
late interest charges shall be added to the unpaid balance amount owing:
1) A past due penalty of Twenty -Five Percent (25%) per month;
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2) A late interest charge of One and One Half Percent (1.5%) per month added to
the unpaid balance amount owing, inclusive of any prior past due penalty or late
interest charges accrued.
B. CITY is not required to send a past due notice or other bill or invoice to OPERATOR, or
any other person subject to the provisions of this AGREEMENT and failure to send such
notice, bill or invoice shall not affect the validity of any operating fee, late penalty or late
interest charge due under the provisions of this AGREEMENT.
7. Term.
This AGREEMENT shall start on the date indicated above and shall terminate on
December 31, 2020 regardless of starting date unless terminated earlier in accordance with
Section 12 or 13 of this AGREEMENT. The AGREEMENT will have one (1) two-year
extension period until December 31, 2022 exercisable by a writing executed by the City
Manager and City Attorney's Office with the approval of OPERATOR.
8. Business License Required.
A valid City of Santa Ana Business License is required for all persons engaged in
transacting and carrying on any cannabis testing/laboratory business activity in the City of
Santa Ana. It is unlawful for any person or legal entity to commence, transact or carry -on
testing/laboratory business activity in the City of Santa Ana without first having procured a
City of Santa Ana cannabis testing/laboratory business license.
9. Operating Cannabis Testing Facility/Laboratory Business.
OPERATOR shall not operate a cannabis testing facility/laboratory business authorized
under the Santa Ana Municipal Code unless:
A. It is the holder of a valid Regulatory Safety Permit issued by CITY in accordance with
the procedures and requirements of Article 1 of Chapter 40, of the Santa Ana
Municipal Code; and
B. At such time as the State of California requires cannabis testing/laboratory business
facilities and businesses to hold a valid license or permit issued by the State of
California, it also holds such license or permit; unless, however, such permit or
license is subsequently not required by the State of California for the type of
cannabis facility or business operation that is the subject of this AGREEMENT.
C. OPERATOR remains in compliance with any and all other laws and regulations
pertaining to commercial cannabis businesses including a cannabis
testing/laboratory business.
D. In addition to the operating requirements applicable to cannabis testing centers
contained in the City's Municipal Code, cannabis testing facility/laboratory business
shall comply with the following operating requirements:
A cannabis testing facility/laboratory business shall adopt a standard
operating procedure using methods consistent with general requirements
established by the International Organization for Standardization, specifically
ISO/IEC 17025, to test cannabis and cannabis products.
A cannabis testing facility/laboratory business shall be accredited by a body
that is a signatory to the International Laboratory Accreditation Cooperation
Mutual Recognition Arrangement.
iii. A cannabis testing facility/laboratory business shall establish standard
operating procedures that provide for adequate chain of custody controls for
samples transferred to the testing laboratory for testing.
iv. A cannabis testing facility/laboratory business shall destroy the remains of
samples of cannabis or cannabis product upon completion of analyses.
V. Any other operating requirement included in this Agreement between
the cannabis testing facility/laboratory business and the City pursuant to the
City's Municipal Code.
10. OPERATOR Indemnification of CITY.
A. OPERATOR will indemnify CITY from any claims, damages, injuries, or liabilities of
any kind whatsoever sustained or incurred by CITY resulting from entering into this
AGREEMENT, and OPERATOR's performance and/or breach of this AGREEMENT.
B. OPERATOR agrees to defend, at its sole expense, any action against CITY, its
agents, officers, and employees related to this AGREEMENT. OPERATOR agrees
to indemnify and reimburse CITY for any court costs and attorney fees that CITY
may be required to pay as a result of any legal challenge related to this
AGREEMENT and/or CITY's approval of a Regulatory Safety Permit. CITY may, at
its sole discretion, participate at its own expense in the defense of any such action,
but such participation shall not relieve the OPERATOR of its obligation hereunder.
11. OPERATOR Compliance with Laws.
OPERATOR agrees to comply with the City of Santa Ana Charter and Municipal Code,
including but not limited to Chapters 18, 21 and 40, and the laws and regulations of the
State of California.
12. Default and Termination for Cause.
This AGREEMENT may be terminated by CITY for cause with thirty (30) days' written
notice to OPERATOR. Cause as used in this section, is defined as:
A. Failure to comply with the terms of the City of Santa Ana Cannabis Regulatory
Safety Permit issued to OPERATOR by CITY;
B. Failure of OPERATOR to maintain a valid active City of Santa Ana Business License
as a Cannabis Testing Facility/Laboratory Business;
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C. Unauthorized transfer by OPERATOR of the City of Santa Ana Cannabis Testing
Facility/Laboratory Business Regulatory Safety Permit issued by CITY;
D. Failure by OPERATOR to accurately report gross receipts information or other data
necessary for CITY to calculate/confirm operating agreement fees;
E. Failure by OPERATOR to pay operating agreement fees and related reimbursement
costs within thirty (30) days of the date those fees are due;
F. Failure by OPERATOR to cooperate with CITY or CITY's authorized agents in any
inspection, examination and audit of OPERATOR's cannabis testing
facility/laboratory business books and records (including tax filings and returns).
G. OPERATOR shall cure the default resulting from the cause for termination within
thirty (30) days of the date of the notice of termination. If OPERATOR fails to cure
the default within thirty (30) days of the date of the notice of termination for cause,
this AGREEMENT will be terminated.
H. This AGREEMENT will automatically terminate if:
i. OPERATOR's Regulatory Safety Permit is revoked by CITY or is not renewed by
CITY, or
ii. OPERATOR transfers its Regulatory Safety Permit pursuant to Santa Ana
Municipal Code section 40-12.
13. Termination Without Cause.
Upon mutual written agreement of the parties this AGREEMENT may be terminated with
thirty (30) days notice.
14. Termination - Effect on Prior Obligations.
Upon any termination of this AGREEMENT, OPERATOR's obligation to report and remit
operating agreement fees due and payable under the terms of this AGREEMENT for each
month or fraction of a month of a cannabis testing facility/laboratory business operation
engaged in within the City of Santa Ana prior to termination of this AGREEMENT shall
continue to be in effect. Past due penalties and late interest charges shall continue to
accrue and be applicable until all operating fees due under this AGREEMENT are paid in
full. OPERATOR's liability for any remaining unpaid past due penalties and/or late interest
charges shall continue until fully satisfied.
15. Remedies.
A. It is acknowledged by the parties that CITY would not have entered into this
AGREEMENT if it were to be liable in damages under this AGREEMENT, or with
respect to this AGREEMENT or the application thereof, except as hereinafter
expressly provided.
B. Each of the parties hereto may pursue any remedy at law or equitable relief available
for the breach of any provision of this AGREEMENT, except that CITY shall not be
liable in monetary damages, unless expressly provided for in this AGREEMENT.
C. Any dispute, claim or controversy arising out of or relating to this Agreement or the
breach, termination, enforcement, interpretation or validity thereof, including the
determination of the scope or applicability of this agreement to arbitrate, shall be
determined by arbitration in Orange County California before three arbitrators. The
arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration
Rules and Procedures pursuant to JAMS' Streamlined Arbitration Rules and
Procedures. Judgment on the Award may be entered in any court having jurisdiction.
This clause shall not preclude parties from seeking provisional remedies in aid of
arbitration from a court of appropriate jurisdiction.
16. Reimbursement Clause.
In consideration of the time and costs incurred by CITY in the drafting and
implementation of this AGREEMENT, OPERATOR agrees to pay $2,500 to CITY within
thirty (30) days of execution of this AGREEMENT.
17. Attorney Fees and Costs.
In any action or proceeding between CITY and OPERATOR brought to interpret or
enforce this AGREEMENT, or which in any way arises out of the existence of this
AGREEMENT or is based upon any term or provision contained herein, the "prevailing
party" in such action or proceeding shall be entitled to recover from the non -prevailing party,
in addition to all other relief to which the prevailing party may be entitled pursuant to this
AGREEMENT, the prevailing party's reasonable attorneys' fees and litigation costs, in an
amount to be determined by the court. The prevailing party shall be determined by the court
in accordance with California Code of Civil Procedure Section 1032. Fees and costs
recoverable pursuant to this Section 17 include those incurred during any appeal from an
underlying judgment and in the enforcement of any judgment rendered in any such action or
proceeding.
18. Notice.
Any notice, tender, demand, delivery, or other communication pursuant to this
AGREEMENT shall be in writing and shall be deemed to be properly given if delivered in
person or mailed by first class or certified mail, postage prepaid, or sent by fax or other
telegraphic communication in the manner provided in this section, to the following persons:
To CITY: Clerk of the City Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, CA 92702-1988
Fax 714-647-6956
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Copies to: Executive Director — Planning and Building Agency
City of Santa Ana
20 Civic Center Plaza (M-20)
P.O. Box 1988
Santa Ana, California 92702-1988
Fax 714-973-1461
City Attorney
City of Santa Ana
20 Civic Center Plaza (M-29)
P.O. Box 1988
Santa Ana, California 92702-1988
Fax 714-647-6515
To OPERATOR: Attn: Scot Candell, CEO
CB Labs Santa Ana, LLC
1910 E. Warner Ave. #A
Santa Ana, CA 92705
Tel (714) 617-5359
SCandell@CBLabs.us
A party may change its address by giving signed notice in writing to the other party.
Thereafter, any communication shall be addressed and transmitted to the new address. If
sent by mail, communication shall be effective or deemed to have been given three (3) days
after it has been deposited in the United States mail, duly registered or certified, with
postage prepaid, and addressed as set forth above. If sent by fax or email document
attachment, communication shall be effective or deemed to have been given twenty-four
(24) hours after the time set forth on the transmission report issued by the transmitting
facsimile machine, addressed as set forth above. For purposes of calculating these time
frames, weekends, federal, state, County or City holidays, or City Hall closure dates shall be
excluded.
19. Exclusivity and Amendment.
This AGREEMENT represents the complete and exclusive statement between CITY and
OPERATOR, and supersedes any and all other agreements, oral or written, between the
parties. This AGREEMENT may not be modified except by written instrument signed by
CITY and by an authorized representative of OPERATOR. Each party to this AGREEMENT
acknowledges that no representations, inducements, promises or agreements, orally or
otherwise, have been made by any party, or anyone acting on behalf of any party, which are
not embodied herein.
20. Assignment.
OPERATOR may not assign or transfer any interest herein without the prior written
consent of CITY and any such assignment or transfer without CITY's prior written consent
shall be considered null and void.
21. Discrimination.
OPERATOR shall not discriminate because of race, color, creed, religion, sex, marital
status, sexual orientation, age, national origin, ancestry, or disability, as defined and
prohibited by applicable law, in the recruitment, selection, training, utilization, promotion,
termination or other employment related activities. OPERATOR affirms that it is an equal
opportunity employer and shall comply with all applicable federal, state and local labor laws
and regulations.
22. Jurisdiction -Venue.
This AGREEMENT has been executed and delivered in the State of California and the
validity, interpretation, performance, and enforcement of any of the clauses of this
AGREEMENT shall be determined and governed by the laws of the State of California.
Both parties further agree that Orange County, California, shall be the venue for any action
or proceeding that may be brought or arise out of, in connection with or by reason of this
AGREEMENT.
23. Severability.
If any part of this AGREEMENT is found to conflict with applicable local or state laws or
regulations, such part shall be inoperative, null and void insofar as it conflict with said laws
or regulations, or may be modified or suspended as may be necessary to comply with any
local or state law or regulation but the remainder of the AGREEMENT shall continue in full
force and effect.
24. Counterparts,
This AGREEMENT may be executed in counterparts, each of which shall be deemed
an original but all of which together shall constitute one and the same instrument. The
execution of this AGREEMENT may be by actual, facsimile or electronic signature.
25. Disclaimer.
Despite California's commercial cannabis laws and the terms and conditions of this
AGREEMENT or any Regulatory Safety Permit issued pertaining to OPERATOR or the
hereinabove specified property location, California commercial cannabis cultivators,
transporters, distributors, cannabis testing facility/laboratory businesses or possessors may
still be subject to arrest by state or federal officers and prosecuted under state or federal
law. The Federal Controlled Substances Act, 21 USC § 801 et. seq., prohibits the
manufacture, distribution, and possession of cannabis without any exemptions for medical
or non -medicinal use.
26. Authority to Bind.
Each undersigned represents and warrants that its signature hereinbelow has the
power, authority and right to bind their respective parties to each of the terms of this
AGREEMENT, and shall indemnify CITY fully, including reasonable costs and attorney's
fees, for any injuries or damages to CITY in the event that such authority or power is not, in
fact, held by the signatory or is withdrawn.
10
IN WITNESS WHEREOF, the parties hereto have executed this AGREEMENT the date and year
first above written.
ATTEST: -- CITY OF SANTA ANA
MARIA D. HUIZAR RAUL GODINEZ II
Clerk of the Council City Manager
APPROVED AS TO FORM: OPERATOR
tyAttorney NRVALHO NAME:
SIGNATORY
By: NAME:
Lisa S orck �^ y
Assistant City Attorney TITLE:
TAXPAYER ID: J S}
RECOMMENDED FOR APPROVAL:
Minh Thai, Executive Director
Planning & Building Agency
11
Exhibit A
Community Benefits Proposal
CB Labs will take great pride in serving and caring for the residents of Santa Ana, and becoming
an integral part of the community. Our main purpose as a cannabis testing laboratory it to ensure that all
Santa Ana residents who chose to consume cannabis have access to pesticide free, mold free cannabis,
heavy metal free cannabis, and that all customers clearly know and understand the potency and terpene
levels of their products. We will have a customer service representative that will explain every test result
to our clients and assist in advising clients how to resolve any problems that we have detected in our
products. We will be providing OR codes to every client that tests products with our lab that can be placed
in the end product, and will lead the consumer directly to our test results, and our staff will be available
to answer any questions consumers may have about the cannabis test results our lab produces.
From the moment we start operations we will be dedicated to giving back the residents, local
businesses, local government, and beautifying the area surrounding our facility. We will implement
proven business policies that benefit those living and working in Santa Ana. In addition to the tax revenue
we will provide the City, we take pride in offering our high wages, creating and enrolling in community
programs, improving our immediate area through our beautification plan, creating a community relations
program that will mitigate and address any neighborhood concerns, implementing a proactive
environmental plan.
Health Education and Prevention Strategies
CB Labs recognizes the community's concerns with health education and prevention, and ensuring
the local children are protected. As such, our goals closely align with Santa Ana charitable institutions,
which we are currently researching. Our goal is to reduce substance abuse and improve the overall health
of Santa Ana's youth through shaping environmental policies, education, and mobilizing the community.
We believe education and mobilization are the best methods to reach the youth and to prevent
future/current substance abuse.
Economic Benefit
CB Labs will not only try to be an active member of the community by working with initiatives and
offering our assistance to programs, we will also provide the community with a significant economic
benefit. Based on our projects, we will be providing the city with a substantial economic benefit in the
form of tax revenue. To further benefit the residents of Santa Ana we will also focus on hiring local. For
all new hires we will give all Santa Ana residents who apply a preference in the hiring process. Currently,
100% of our staff lives locally (66% reside in Santa Ana, with the remainder in neighboring communities).
Wages range from eighteen dollars ($18.00) per hour for our entry level positions, to over one hundred
thousand dollars ($100,000,00) per year for our lab manager. We offer health benefits, retirement
benefits, as well as sick pay and holiday pay.
Community Outreach and Support
In order to increase our community involvement, we plan on establishing a community relations
program and have a designated community liaison who will receive, and respond to, any feedback from
the community. By having a community liaison, we plan on address any of the communities' questions
and concerns in an efficient and transparent manner. Once a concern is received by the liaison, we will
take immediate and proactive steps to address that concern so that it may be resolved in a timely fashion.
In addition, our staff will volunteer at local charities, which are currently being researched.
Environmental Plan
Our goal is to take all the necessary steps to protect the environment and, as a result, the
surrounding community. We are focused on ensuring all best practices are followed and will ensure all
employees are properly trained to follow those practices.
Energy Efficiency and Sustainability Plan
At CB Labs we strive to provide our neighbors, employees, and customers with the safest possible
environment and services. As such, it is important to us that our operation is environmentally sound and
we leave a minimal carbon footprint. Therefore, we will take measures to ensure we do our part to
protect the environment and do as little harm as possible,
To implement green business practices, we have established the following guidelines in an effort
to conserve and protect the environment:
• Encouraging employees to carpool to work;
• Turning off equipment when it's not being used, which can reduce energy by 25%;
• Communicating via email and e -fax in an effort to reduce paper waste;
• Being conscientious when purchasing office supplies, such as buying only recycled paper products;
• Installing energy-efficient lighting;
• Providing employees with cups or mugs from home for beverages, rather than utilizing paper
cups;
• Recycling all recyclable materials whenever possible;
• Using products that are made from post -consumer, recycled materials;
• Using products that are bio -based and non-toxic; and
• Using products that are energy efficient, such as ENERGY STAR°;
In addition to those guidelines, it is important that we stay on top of our energy and resource
consumption. Therefore, we will conduct annual energy audits at our facility to identify conservation
opportunities to quickly identify areas where we can increase energy conservation.
CITY OF SANTA ARIA
BUSINESS TAX SECTION `
20CIVIG CENTFR PLAZA, FIRST FLOOR (M-15), P.O, BOR 1964, SANTA ANA, CA 92702(714)647-5447
COMMERCIAL CANNABIS
BUSINESS LICENSE TAX APPLICATION
(PLEASE TYPE OR PRINT CLEARLY, USING BLACK INX)
AFFIDA UT — CON ORATXAL (NOM' We erre unable to .process an incomplete application. Please complete this application and submit withyour
payment,) Post Office boxes will not be accepted for either Business or Residential addresses.
Corporation
(P.O.
Anit Business Start Aute j I"� `,(_2.0` 1 j
Pltpne ( ,� ) fL_j
Mailing Address (Irtrim ent)
03 ._ Emergeney Phone (V d
Enter in Fall CDTFA Seller's Permit # [ _ _ _ _ _ _ _ - _ _ I (W Brach Seller's Permit Copyi
A7,5Zr SubNbr
Ownership Of Business: 0 Consumer Cooperative Corporation 0 Agricultural Cooperative Corporation 0 Mutual Benefit Corporation
0 Corporation C t.imlted Liability Company (LLC) 0 {Prober (Describe) _._.
BUSINESS OWNER INFORMATION: Enter Sr, Corporate Ctfcersl Managing Members or Others (Describe) below— Use Add'1 Sheets as Necessary
Officer NamelNlernber;_� l ......_.._� Title 0144070 P-
Hame orr Corporate Address_ o) iy _. t tl� iw
License No, t 3, 9 �
Officer NamelMember �f?.g vat 1�:C v 2C_k_'jA _ Tisle _ gC �1 cur SSN #
Hemelor Corporate Address �� W O
CItS'�..T�":�e>�........ c• ".�..�.._.�._ StateZip � `�()�J Urlr:ens License Net, � Z.3`� t4�"�,
jzEEaE'WX= It:hae it ir. onthataplie t this A e ata u�v io a t r ' o et mm at t ss esti 'e
0 Commercial Cannabis Cultivator 0 Commercial Cannabis Distributor 0 Commercial Cannabis Manufacturer Ei Commercial Cannabis Retailer (Medical)
0 Commercial Cannabis Retailer (Adult -Use) ;K Commercial Cannabis Testing Laboratory
Description of Busimiss Activittyt
(To prevent a delay to Processing your applicedon, a description of bustneas oativi€ies and, where applicable, a description of itemSsold irmst be entered on the line above)
Receipt Document
**** D U P L I C A T E * * * *
CITY OF SANTA ANA
Batch4:47368 - 12/12/2018 ID: amoralesl5
Office:CTYH 1 of 1
Trans#:76
Acct#: 0000371305 Ref#:
Rcpt#: 02468523 - 12/12/2018 4:36 PM
Transaction Total $1,039.00
CB LABS SANTA ANA LLC
Business License $1,039.00
01102002- 50045000 -
Cash $1,040.00
Change ($1.00)
Payment Kiosk available 24 hours a day.
Self -serve Santa Ana payment
options include:
Municipal Utility Billing
Business Licensing
Dog Licensing
City of Santa Ana Parking Citation
Paramedic Subscription
Payment Station Kiosk located outside of
City Hall's main entrance.
Pay online: Visit "Online Services" at
www.santa-ana.ora
HAVE A NICE DAY
* * * * D U P L I C A T E * * * *
Page 1 of 1
http://susieliNovah2lGetPrinterpoe. aspx?DoeType=Receipt&ID=e6662e8f-69aO-414e-aa... 12/12/2018
DEPT: Tax& Licensing
FINANCE AND MANAGEMENT SERVICES
TREASURY MISCELLANEOUS PAYMENT
M-13
DATE: 12/21/2018
I NAME: CB LABS SANTA ANA LLC
ADDRESS: 1910 E WARNER AVE #A ATTN: SCOT CANDELL
CITY: SANTA ANA STATE: CA zIP-. 92705
ACCOUNTING
UNIT
ACCOUNT
ACTIVITY
ACCOUNT
CATEGORY
AMOUNT
OPERATING AGREEMENT FEE - COMMERCIAL CANNABIS
TESTING LABORATORY
PLEASE CHECK IF YOU WOULD LIKE A VALIDATED COPY
El E-MAIL dcamacho@santa-ana.org
El SEND COPY MAIL STATION
CONTACT INFORMATION
NAME Daphne Carnach
TELEPHONE NUMBER (714) 647-5448
TOTAL $ 2,500.00
VALIDATION
gatdlt--,�7-0"6,� - 12/12/2(qS lr)'� umorilesl'
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iam,' 75
flARI $2 v 5f�;J. 'jC.,
CB LOS ",i'•IT14 MY) Ll.(:
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